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05-16-2017 - Government Tort Claim Denials - Item No. 1.pdfAGENDA ITEMNO. 1 AGENDA STAFF REPORT City of West Covina I Office of the City Manager DATE: TO: FROM: May 16, 2017 Mayor and City Council Chris Freeland City Manager SUBJECT: GOVERNMENT TORT CLAIM DENIALS RECOMMENDATION: It is recommended that the City Council deny the following Government Tort Claims and the claimants be notified: • Sarah Perez vs. The City of West Covina • Zamara Soto vs. The City of West Covina DISCUSSION: As you are aware, since all claims should be considered potential lawsuits, it is requested that all Councilmembers refrain from making specific public comments so as not to prejudice any claim. Specific questions should be refe1Ted to the City Attorney. FISCAL IMPACT: None Nga Ta Administrative Aide ~~ Tom Bokosky V Director of Human Resources AGENDA ITEMNO. 2 AGENDA STAFF REPORT DATE: TO: FROM: City of West Covina I Office of the City Manager May 16, 2017 Mayor and City Council Chris Freeland City Manager Kimberly Hall Barlow City Attorney SUBJECT: BROWN ACT VIOLATION CLAIM FROM STEVEN HERFERT RECOMMENDATION: It is recommended that the City Council take the following actions: I)Consider claim of Steven Herfert that a Brown Act Violation occurred in connection withthe South Hills Plaza Public Hearing and a related closed session on March 21, 2017; and2)Determine that any claimed violation as to the March 21, 2017 closed session has beencured by reagendizing the matter for closed session on May 16, 2017; and3)Determine that no action is required to be taken in response to Steven Herfert's claims withrespect to the March 21, 2017 public hearing; and4)Direct staff to notify Steven Herfert of City Council's determinations. BACKGROUND: On March 21, 2017, the City Council held a noticed public hearing on an appeal of the property owners at South Hills Plaza located at 1410-1432 South Azusa Avenue regarding the Planning Commission's denial of three entitlements: (1) a precise plan to remodel a 5,430 square foot retail building; (2) a conditional use permit to allow a drive-through use at the retail building; and (3) an administrative permit for an outdoor seating master plan for the commercial plaza. A closed session meeting of the West Covina City Council was held earlier on the same evening concerning an item of anticipated litigation relating to this item, concerning a letter dated March 9, 2017 from the appellant's attorneys which had been received by the City on March 13, 2017. The letter from Loeb and Loeb was referenced in the Agenda Report for tl1e appeal as Attachment No. 18, and it was posted on the City's website (and still is) at: Brown Act Violation Claim from Steven Herfert Page 2 of 4-May 16, 2017 http://www.westcovina.org/departments/planning/environmental-documents, and also at http://www.westcovina.org/PublicHearingMarch21. No action was taken in the closed session meeting on March 21, 2017; only discussion was held concerning the Loeb and Loeb letter. At the public hearing, due to the high number of people wishing to speak, the City Council established a three minute spealdng time limit per speaker. Ultimately, the Council acted to overturn the Planning Commission's determination and the requested entitlements were approved. Mr. Steven Herfert sent an undated letter to the City, received April 1911\ claiming that the City violated the Brown Act by improperly listing the closed session item, failing to include the Loeb and Loeb letter in the posted agenda materials, and by improperly reducing speaking time from five minutes to three minutes. Mr. Herfert's letter also claims that the attorney client privilege with respect to the closed session discuss was waived by a claimed reference Councilman Wu made to the closed session report dming the public hearing. Mr. Herfert claims that the public hearing was unlawful and the City Council must set aside its decision. Mr. Herfert's letter is attached as Attachment No. 1. DISCUSSION: The Brown Act requires that closed session items be identified on the agenda by the code section authorizing them, and that for certain items such as anticipated litigation, the facts and circumstances surrounding the possible litigation must sometimes be disclosed, either on the agenda or verbally prior to the closed session. In addition, the Brown Act requires that all items considered by the City Council ( other than confidential attorney-client privileged reports or closed session reports) be made part of the agenda materials and be posted with the agenda materials (if available 72 hours prior to the public hearing) or made available at or before the public hearing (if received less than 72 hours prior to the public hearing). The Closed Session Agenda The closed session item on anticipated litigation, one (1) case, referred to the Loeb and Loeb letter. The item was agendized as: CONFERENCE WITH LEGAL COUNSEL-ANTJCIP ATED LITIGATION Pursuant to Government Code§ 54956.9(d)(3) Number of Cases: One(!) The closed session item reference to Govermnent Code section 54956.9( d)(3) should have been to Government Code section 54956.9( d)(2). It appears that the wrong subsection was listed as a result of a typographical error. Case law supports the idea that "substantial" compliance with the Brown Act is all that is necessary. This is particularly true where no action was taken on the item in question. Nonetheless, without conceding that any violation occurred, the City Attorney has recommended that the item be reagendized for closed session using the correct subsection. Thus, the closed session discussion on Anticipated Litigation Pursuant to California Government Code Brown Act Violation Claim from Steven Herfert Page 3 of 4 -May 16, 2017 section 54956.9(d)(2) on the May 16, 2017 closed session agenda will be had in order to cure any alleged deficiency in the section under which the closed session was originally agendized. It is not anticipated that any reporting out from that closed session will need to occur except to report the cure. Availability of the Loeb and Loeb Letter The agenda packet for the March 21, 2017 public hearing was very large in that it included not only all the plans, prior reports and actions of the Planning Commission, but also a Petition submitted opposing the project as well as the Loeb and Loeb letter. City staffhas verified that the Loeb and Loeb letter was identified on the report as Attachment No. 18, and that the printed agenda materials for the March 21, 2017 item included that Attachment. As noted above, the letter along with the petition opposing the project were available on the City's website. Thus there does not appear to be any basis for Mr. Herfert's claim that the Loeb and Loeb letter was not available to the public at least 72 hours prior to the public hearing. In addition, the agenda posted on line specifically referred the public to the location where Attachments No. 17 and 18 could be found (See March 21, 2017 agenda report, Attachment No. 2). As a result, we do not believe the Brown Act was violated with respect to the availability of the Loeb and Loeb letter. Reduction in Spealdng Time to 3 Minutes Mr. Herfert' s letter states that the reduction in time from five minutes per speaker to three minutes per speaker for the public hearing was arbitrary. However, the City Council has substantial discretion to either reduce the total time for public hearing testimony or, as was done in this case, to set a time limit for each speaker which is less than what is allowed for general public comment. In this case, due to the substantial munber of persons wishing to spealc at this public hearing, the Council was wholly within its lawful discretion to reduce the speaking time to three minutes per person. All speakers were apprised of the reduced time. The fact that one speaker used public c01mnent to speak to the public hearing item does not affect the Council's discretion in this regard. Claimed Waiver of Attorney Client/Closed Session Privilege Finally, Mr. Herfert claims that Councilman Wu spoke publicly regarding the "matter" and thus waived the privileges attached to the City Attorney's closed session report for the March 21, 2017 closed session. However, Co,mcilman Wu's comments were referring to the Loeb and Loeb letter dated March 9, 2017, not the closed session report. That document, as noted above, is a public docmnent, was publicly available, and was produced to Mr. Herfert in response to his public records request. The closed session report remains confidential and does not have to be produced. No comment by Councilman Wu ( or any other individual) concerning the potential for litigation raised by the Loeb and Loeb letter would be held by a Court to waive the City's privileges. LEGAL REVIEW: The City Attorney prepared this report. The City Attorney believes that the City is in substantial compliance with the Brown Act with respect to both the March 21, 2017 closed session and the Brown Act Violation Claim from Steven Herfert Page 4 of 4 -May 16, 2017 March 21, 2017 public hearing. However, due to the noted typographical error, and in purely an exercise of caution, the City Attorney has recommended that the closed session item be reagendized and a new discussion be held at the May 16, 2017 closed session. OPTIONS: The City Council has the following options: 1)Adopt staffs recommendation;2)Set aside the City Council's action on the March 21, 2017 public hearing, renotice thematter and hold a new public hearing; or3)Provide alternative direction. Prepared by: Approved via Email Kimberly Hall Barlow City Attorney ATTACHMENTS: Reviewed and Approved by: Chris Freeland City Manager Attachment No. 1 -Letter from Steve Herfert Received April 19, 2017 Attachment No. 2 -Agenda Staff Report No. 6 from the March 21, 2017 Council Meeting (Staff report is included for reference without attachments) ATTACHMENT No. 1 West Covina City Council 2011 APR 1.9 AH /0: 41& March 21, 201 7 City Council Meeting Public Hearing LT Global appeal. . CITY OF \liii:ST COVINAPursuant to my public records request of March 23, 2017. The followlng�ffiirtt{,lifmil;.,tvfli!llli provided to the public. West Covina Violation of Closed Session when It met to the discuss agenda Item on March 21, 2017. The posting on the dosed session agenda was Illegal per govt. code section 54956-9. (g)Prior to hold Ing a dosed session pursuant to this section, the legislative body of the local agency shall state on the agenda or publicly announce the paragraph of subdivision (d) that authorizes the dosed session. Letter from Loeb & Loeb received on March 13 should have been Included In the staff report along with the petitions from Pegasus Communications. Without this Information the public was not aware of the Issues brought forward by the appellate. These documents were public record and submitted to the City at least a week prior to the meeting per the date stamp on the documents. The Loeb & Loeb letter was listed as attachment 1 7 and yet only attachments 14 - 16 were Included in the agenda posted on the web site. It was also not available to the public at the Council meeting. The speaking time change from 5 to 3 minutes for the public hearing was arbitrary and unfair· to the public. The public Is allowed five minutes under oral communications, but only 3 minutes under a public hearing? Mr. Sykes was allowed to speak on the public hearing Item during oral communications for five minutes. Why wasn't the public given the same tlme? Clearly a violation of law .. With regards to the Attorney Client privilege ltem(s) you state In your letter. Councllmember Wu breached the Attorney Client prlvllege statute by speaking publicly during the meeting regarding the matter. Specifically discussing being sued by the appellate. Therefore the document you are withholding must be released to the public. The City of west Covina violated the open and closed meeting laws of the State of Cafifornla. The Public Hearing was illegal and the City must set aside it's decision. Sincerely, <' Steve Herfer.tJ 2144 E. Kings Crest Dr. West Covina, CA 91791 AGENDA ITEMNO. 6 AGENDA STAFF REPORT City of West Covina I Office of the City Manager DATE: March 21 2017 TO: FROM: Mayor and City Council Cluis Freeland City Manager SUBJECT: APPEAL OF PRECISE PLAN NO. 16-05, CONDITIONAL USE PERMIT NO. 16-08 AND VARIAN CE NO. 16-52 TO REMODEL A 5,430-SQUARE FOOT BUILDING AND ADD A DRIVE-THROUGH AT SOUTH HILLS PLAZA RECOMMENDATION: It is recommended that the City Council hear the appeal from the denial of Precise Plan No. 16- 05, Conditional Use Permit No. 16-08, and Variance o. 16-52, and adopt the appropriate resolutions. BACKGROUND: The proposal was reviewed by the Planning Commission and denied OD January 24, 2017 on a 5-0 vote. The decision of the Planning Commission was appealed to the City Council on January 31, 2017 by Loeb & Loeb LLP on behalf of LTG South Hills LLC, the applicant. The Planning Department had originally recommended approval of the project to the Planning Commission at the hearing on December 13, 2016. Based OD the Planning Commission decision, resolutions of denial have been prepared (Attachment Nos. 1-3). Based on the original reco1mnendation for approval by staff. resolutions of approval are also available (Attachment Nos. 11-13). The subject property is 9.03 acres and known as South Hills Plaza. The site is located on the northeast corner of Azusa A venue and Aroma Drive. The existing shopping center bas approximately 120,000 square feet of floor area and includes Tokyo Central Market and 24-Hour Fitness as tenants. Z:\Ca e Fi!es\PP\201 16-05 14 ! 0-! 432 S Azu a Avcnue\CC 3.2 ! .17\Staff Report.docx Attachment No.2 Solllh Hill Plaza PP 16-05 CUP 16-08 AUP 16-52 Page 2 of 13- March 21, 2017 The applicant (L TG South Hills LLC) is proposing to modify the southwest comer of the plaza adjacent to East Aroma Drive and South Azusa Avenue. The modifications include remodeling an existing 5,430-square foot commercial buj]ding and demolishing an existing 2 520-square foot building (nursery building) which will allow for building parking layout and landscaping modifications. The existing 5 430- square foot commercial building that is proposed to be remodeled has been vacant for approximately l O years. The exjsting 2,520-square foot building, fonnerly a nursery has been vacant for approximately l 3 years. The proposed remodel of the existing commercial space will also provide a drive-through use. Additionally, the applicant is proposing a master outdoor seating plan for the existing commercial plaza. The proposal requires the approval of a precise plan for architecture and site layout, a conditional use permit to allow a drive-through use, and an administrative use permit for a master outdoor seating plan. Public hearing notice was published in the San Gabriel Valley Tribune posted at City Hall the library, and Police Department, and was mailed to 690 owners and occupants of properties located within 300 feet of the subject site. On December 7 2016, the Planning Department received a petition in opposition to the prospective Dunkin' Donuts/Baskin-Robbins tenant. On March 13, 2017 the Planning Department received information from the applicant including a letter from their attorney traffic and parking analysis, petition from those in favor, and a survey. Due to the volume of the petition in opposition and the applicant s information in support, the documents have been scanned and are available on the City website at westcovina.org/publichearingMarch21 (Attachment No. 17). DISCUSSION: The proposal to modify the South Hills Plaza requires the approval of a precise plan conditional use permit and administrative use penuit. The following-is a list of the required approvals: Precise Plan- for remodel of the building on the southwest comer of the subject property and add a drive through, to demolish the vacant nursery site and convert to parking and landscaping, and to modify the parking layout of the shopping center. Conditional Use Pennit - to allow the operation of a d.Iive-througb business. Administrative Use Pennit -to allow for outdoor seating in the shopping center. Precise Plan The applicant is requesting the approval of a precise plan to allow for the remodeJ of an existing 5 430-square foot building and to demolish an existing 2,520-square foot building. The center includes three driveway approaches along South Azusa Avenue and two driveway approaches along East Aroma Drive. One driveway approach on each frontage primarily provides access to the service areas behind the inline buildings of the shopping center. Z:\Case Files\PP\2016\16-05 1410-1432 Azusa Avenuc\C 3.21.17\ taffReport.docx South Hills Plaza PP 16-05, CUP 16-08 AUP 16-52 Page 3 of 13 -March 21, 2017 Site Layout The proposed site modifications are located on the southwest portion of the subject property. The existing 5,430-square foot vacant commercial building will be remodeled to create a 5 175-square foot building. A total of255-square feet vvill be demolished as prui of the redesign of the building. The building will include three commercial tenant spaces; 1,460-square foot space in the northern portion, 1,315-square foot space in the center portion and a 2,400-square foot space in the southern portion. The 2,400-square foot tenant space is proposed to facilitate a drive-through restaurant use. The proposed drive-through aisle is proposed along the outside perimeter of the remodeled building. The existing 2 520-square foot former mu-sery building and improvements located along East Aroma Drive will be demolished and replaced with a landscaped open space area. The proposed demolition will also allow for modifications to the existing parking layout to accommodate the proposed remodel and drive-through use. The site modifications will incorporate a new retaining wall along the outside perimeter of the proposed drive-through aisle along South Azusa A venue and East Aroma Drive. Due to topography of the area the wall will only be visible from the hopping center and will not be visible from the street. The retaining wall will act as a bani.er from the public right of way to the proposed d1ive-through aisle. The retaining wall will range from a minimum height of 1 feet 7 inches and a maximum height of 5 feet 7 inches from the inte1ior of the plaza. There will be a decorative railing installed above the retaining wall. A trash enclosure is proposed on the southerly portion of the subject property in proximity to Aroma Drive. The trash enclosure is 225 square feet with a 5-foot 9-inch decorative block wall that is to match the existing color palette and architectural style of the buildings. The trash enclosure will be covered by a decorative trellis roof cover and will be secured by metal frame doors. A condition of approval is included requiring clinging vines on all freestanding walls to reduce the potential for graffiti. The commercial plaza currently provides 456 parking spaces where 460 parking spaces are required (likely due to site plan changes to comply with handicapped parking and access). The proposed project consists of a reduction to the existing building floor area (255 square feet for the redesign of the building, 2,520 square feet for the demolition of the former nursery building) redesigning the pru·k.ing layout, and adding outdoor seating (requiring additional parking). Based on the proposed redesign, the plaza would continue to provide 456 parking spaces with the spaces revised to allow the d1ive-through and conversion of the former nursery site. Based on the loss of building square footage, the center would require 449 parking spaces. This would leave a surplus of 7 parking paces, which the applicant is proposing to be used for outdoor seating (through the administrative use permit). With the use of the parking spaces for outdoor seating the center would require 456 parking spaces. Required parking is based on the existing uses in the center ru1d the proposed uses. In 2007 Conditional Use Pennit 07-01 was approved to allow a fitness club to operate and to allow a reduction in required parking for the fitness club as well as joint use parking for the shopping Z:\Case Files\PP\2016\16-05 1410-1432 S Azusa Avenue\CC 3.2 L.17\Staff Rcpon.docx South Hills Plaza PP 16-05, CUP 16-08, AUP 16-52 Page 4 of 13 -March 21, 2017 center. 111is approval was to allow for the fitness club and continues to be in place as long as a fitness club continues to operate at that tenant space or until the City were to go through a revocation process to remove that approval. Architecture The propos d building renovations on the southwest portion of the subject propetiy will be architecturally consistent with the existing buildings located in the plaza. Incorporating similar architectural style, the renovations will inc1ude a simple modem geometric design. The color palette of the proposed renovations will be consistent with the existing color palette of the plaza which includes: dark orange light mauve off white and a dark grey. The building fa9ade of both buildings along South Azusa A venue will incorporate bold stripes consistent with the existing buildings in the plaza. A mural painting of a cup with steam on top will be located on the southwe t elevation of the building which can be viewed from South Azusa A venue and East Aroma D1ive. The elevation will be painted in dark grey and the cup silhouette will be in an off-white color. The proposed building remodel will include a decorative steel rod supported awning along the east and north elevations. Additionally, the modifications of the existing building will incorporate parapets which will screen rooftop equipment. The canopy and parapet features will allow atticulation on the elevations and reduce the massing of the building. Landscaping The Municipal Code requires that a minimum of 8 percent of the area of commercially zoned sites be landscaped. The proposed landscaping represents 10.33 percent of the overall site area. The landscaping will consist of an array of drought tolerant plants that are native to California. The appli ru1t is proposing additional landscaping along South Azusa A venue and East Aroma Drive to soften the appearance of the drive-through aisle. The landscaping along the street frontage will range from 5 feet in width to 20 feet in width in the vicinity of the building to be r modeled. Eight existing trees will be removed prior to construction and site modifications including: three (3) Liquid Ambers, tln·ee (3) London Planes and two (2) Canary Island Pines. A final landscape and irrigation plan are required and prepared ia accordance to City s Water Efficient Landscape Ordinance (Attachment No. 11). The final landscape plan will require the planting of ground cover, shrubs and trees in areas where land caping is removed. TI1e applicant is proposing to demolish the vacant nursery business improvements ru1d incorporate ru, activated open space along Aroma Drive where patrons of the plaza will have the opportunity to engage in open space activities. Examples of these activities include outdoor chess and hop-scotch. This open space area is approximately 75 feet by 140 feet. The open space area will also include benches and a decorative trellis for patrons of the plaza. Conditional Use Pennit The use of a drive-through facility in a ''Neighborhood Commercial' (N-C) Zone requires the approval of a conditional use perm.it. The proposed drive-through use will occupy a 2,400-square foot tenant space within the proposed renovated building. Z:\ a.e Files\PP\2016\16-05 1410-1432 S Azusa Avenue\CC 3.21.17\Staff Report.docx South Hill Plaza PP 16-05 CUP 16-08, AUP 16-52 Page 5 of 13 - March 21, 2017 Patrons of the drive-through use will enter north of the building and exit to the south of the building. The drive-through aisle will wrap around the outside perimeter of the southwest comer of the plaza along South Azusa Avenue and East Aroma Drive. The drive-through use will be operated by a combination restaurant known as Dunkin' Donuts and Baskin Robbins. The proposed combination restaurant will serve a variety of coffee and beverages, breakfast foods, donuts ice cream, and other baked goods. Drive-through Queuing Analysis The diive-through aisle can accommodate stacking up to seven (7) vehicles at a time without interfering with on-site circulation. A drive-through queuing analysis provided by KOA Corporation Planning and Engineering and Linscott Law and Greenspan Engineers, indicates that the average number of vehicles queuing at the menu/order board for the proposed Dunkin' Donuts is estimated to be no more than two (2) vehicles, and the queueing at the pick-up window is not more than 3 vehicles. The locations surveyed include Downey Whittier Irvine and Phoenix (Arizona). Therefore, the report indicates that the proposed drive-through facility bas the capacity to accommodate the projected queue at both the menu/order board and the pick-up window (without stacking into the parking lot) according to the survey provided (Attachment No. 15). Based on the distance between the dtive-through and the drive approaches to Azusa and Aroma it is very unlikely that the drive-through would cause stacking issues onto public rights-of-way. Noise Impact Analysis The edge of the proposed drive-through is located 90 feet from the nearest residential property on Aroma Drive and 150 feet from residential properties on the west side of Azusa Avenue. The drive­through is 130 feet from the nearest residential structure on East Aroma Drive. The speaker box is located 150 feet from the nearest residential stmcture. The applicant is proposing a retaining wall with landscaping along the perimeter of the drive-through aisle. The proposed retaining wall will range from a minimum height of 1 feet 7 inches and a maximum height of 5 feet 7 inches from the interior. There will also be a 15- foot landscape and sidewalk buffer between the retaining wall and South Azusa A venue. The Municipal Code establishes performance standards to detennine if there is adequate separation between residences and a drive-through. The Code states that one or more of the following standards should be provided. 1.A minimum distance of fifty (50) feet between the property lines of any residential zone orresidential development or other sensitive receptor and the outer pe1imeter of the drive-throughlane(s), outdoor play area, and outdoor seating area shall be maintained. 2.A minimum ten-foot wide landscaped buffer and/or minimum six-foot high noise wall along the propeliy line shall be provided. Said landscape buffer shall be landscaped with specimen plant materials and trees appropriate in size and type to create a solid plant screen subject to the approval of the planning director. Z:\Casc File \PP\2016\ 16-05 14 l0-l432 S Azusa Avcnue\CC 3.2 J. l 7\Staff Report.docx South Hill Plaza PP 16-05, CUP 16-08, AUP 16-52 Page 6 of 13 -March 21, 2017 3. Topographic conditions and natural or constructed barriers (e.g. commercial development,streets and highways, etc.), or combination thereof existing or proposed. Staff's analysis indicates that standard No. 1, No. 2, and No. 3 are provided. The edge of the proposed drive-through is located 90 feet away from the residential property line on East Aroma Drive and the drive-through and 130 feet away from South Azusa Avenue. The drive-through is located a minimum of 150 feet away from a residential structure located on Aroma Drive. There will be a 15-foot landscape and sidewalk barrier between the drive-through aisle and South Azusa A venue and East Aroma Drive. Additionally, the applicant is proposing a retaining wall that will be at maximum height of 5 feet 7 inches along the perimeter of the drive-through aisle on South Azusa A venue and East Aroma D1ive. In addition, the Code specifies methods to ensure that noise levels do not increase to the detriment of neighboring residential uses. There are eight listed methods to achieve that goal· the Code states that one or more of the methods must be used: l.All deliveries and exterior building and landscaping maintenance and cleaning activities may belimited as necessary to achieve compatibility with adjacent sensitive land uses. 2.Hours of operation may be limited as necessary to achieve compatibility with adjacent sensitive land uses. 3.The applicant shall provide a noise study prepared by an acoustical engineer indicating that theproposed operation will not increase ambient noise levels by five (5) dba as measured at allproperty lines abutting residential development and other sensitive receptors. 4.The applicant shall provide the plans and specifications for any potential noise sources (e.g. thespeaker system, trash compactor, deEvery trucks etc.). 5.The speaker box shall be oriented away from adjacent residences and other sensitive receptors. 6.A three-foot high wall hedge, or bem1 along the outer perimeter of the parking area(s) and drive­through lane(s) except for areas of ingress and egress shall be provided. The design of this wall,hedge, or bem1 shall be consistent with the city's safety policies goals and objectives. 7.A minimum ten-foot wide landscaped buffer and/or minimum six-foot high noise wall along thepropei1y line. Said landscape buffer shall be landscaped with specimen plant materials and treesappropriate in size and type to create a solid plant screen, subject to the approval of the planning director. 8. Topographic conditions, natural or constructed barriers ( e.g. commercial development, streets and highways etc.), or combination thereof, existing or proposed. Staff analysis indicates that six of the e methods are provided. •There is a restriction on delivery hours from 7:00 AM to 9:00 PM (No. 1). Z:\Case Files\PP\2016\16-05 1410-1432 S Azusa Avenue\ 3.2 l. l 7\Staff Report.docx South Hill Plaza PP 16-05, CUP 16-08, AUP 16-52 Page 7 of 13-Marcb 21, 2017 •The drive-through will only be in operation from 5:00 AM to 12:00 AM (No. 2).•The applicant provided a noise study prepared by an acoustical engineer indicating that theproposed operation will not increase ambient noise levels by five (5) dba as measured at all property lines abutting residential development and other sensitive receptors (No. 3)(Attachment No. 16).•The applicant is proposing a retaining wall (with a maximum height of 5 feet 7 inches) thatwill incorporate foliage, along the perimeter of the drive-through aisle (No. 6).•There is a landscape buffer between the drive-through aisle and Azusa Avenue and AromaDrive that ranges between 5 and 15 feet in width (No. 7).•The drive-through will be shielded from neighboring residences by the topography of the areaand the retaining wall (No. 8). The methods above also allow consideration of hours of operation of the drive through. The restaurant would be open from 5:00 AM to 10:00 PM and the drive-through will be open from 5:00 AM until 12:00 AM (midnight) from Monday to Sunday. The restaurant is an allowed use and therefore does not require any approval for hours of operation. However, as a drive-through restaurant requires the approval of a conditional use pennit the Planning Commission or City Council does have the ability to place conditions on the drive-through hours of operation if they have concerns with noise and late-night impacts to neighboring residents. The Municipal Code includes standards for drive-through facilities that generally deal with noise impacts to nearby residential development. The proposed drive-through complies with all requirements of the Code. A condition of approval is included in the resolutions for approval allowing the drive-through to operate from 5:00 AM until 12:00 AM (Attachment No. 12). Administrative Use Permit The applicant is reque ting an administrative use permit to allow a Master Plan for outdoor seating at the South Hills Plaza. Generally, an administrative use permit is noticed and reviewed at staff level however, since the application is concurrent with a project that includes a precise plan and conditional use pennit, it was forwarded to Planning Commission. Under the Municipal Code outdoor seating requires one parking space for every five eats when the area is not covered by a permanent tructure. Based on the proposed redesign of the center, a total of 456 parking spaces will be provided. Based on the existing use and proposed use, the plaza would require 449 parking spaces, leaving a surplus of 7 parking spaces. The plaza is therefore allowed a maximum of 35 seats dedicated to outdoor seating. The approval of the outdoor seating the center would therefore require 456 parking paces where 456 are provided. The approval for the plaza's Master Plan for outdoor seating consists of a maximum of 35 outdoor seats for the plaza. The applicant anticipates a total of 16 seats will be requested by Dunkin' Donuts and 19 seats for other existing or future tenants of the plaza. Upon approval of the Master Plan for outdoor seating tenants will have the opportunjty to request administrative approval for outdoor seating upon staff's review of an administrative use permit application. The application requires the review of the number of eats, location, type of outdoor :furniture, and decorative railing. The required notification is complete by way of the approval of this Master Plan. Z:\Case Filcs\PP\2016\ 16-05 1410-1432 S Azusa A enuc\CC 3.21.17\ScaITReport.docx outh Hills Plaza PP 16-05 CUP 16-08, AUP 16-52 Page 8 of 13 - March 21, 2017 COUNCIL GOALS & OBJECTIVES: This item suppmis the City Council Goal as stated in the General Plan. Action 2.1 a -Continue to strengthen the Cjty's retail base. PLANNING COMMISSION REVIEW: TI1e Planning Comrni sion has the authority to approve precise plans conditional use pennits and administrative use permits. The Commission held a public hearing on the proposal on December 13 2016. The Commissioners heard the presentation from the applicant and prospective bu iness owner. In addition they received testimony from 27 residents and individuals voicing their concerns about the proposed drive-through and business operation of Dunkin Donuts/Baskin-Robbins. The majority of the opponents stated they were customers of Rainbow Donuts for many years and spoke about the character of the owner. In addition some of the speakers expressed their concern that the addition of a new drive-through business would be detrimental to traffic in the area, and could lead to more traffic accidents. Some of the opponents also expressed their concern that proposed tenant would put Rainbow Donuts out of business, and that there was not enough on-site parking for both u es. The applicant stated their opinion that Dunkin Donuts/Baskin-Robbins tenant would serve a different clientele and would not require much parking as the majority of their patrons would use the drive­through window. They also stated that the drive through-use would not impact traffic on the street because there are three dtive approaches into the plaza and the drive-through was a significant distan(;t: frum the these drive approaches so that the queueing would take place on the plaza property and not affect the street. The Commission discussed the proposed project the i sues raised by the opponents of the project, and the comments from the applicant. The Planning Commission fm1her asked questions regarding the queueing study conducted for the proposed drive through. They also asked questions about and discussed that a traffic study had not been completed as the proposal involves a reduction in floor area for the center. At the conclusion of the discussion, the consensus of the Commission was that they could not make the required finding from the Municipal Code that the proposed use was necessary or desirable to provide a service or facility that would contribute to the general well being of the community (see Findings of Fact section below for further infonnation). Fmthennore the Planning Commission also agreed that another donut shop with a drive-through at such a short distance from another donut shop would be likely to attract customers and vehicles at the same times of the day further impacting the parking lot of the plaza. Based on those concerns the Planning Commis ion voted to deny the proposal 5·0. Since denial resolutions had not been prepared by staff (as staff originally recommended approval) the Commission directed staff to prepare denial resolutions and present them at the next meeting. The denial resolutions were provided to the Planning Commission at their meeting of January 24, 2017 at which time the Cammi sion adopted the resolutions denying the project (Attaclunent Nos. 4-6). On January 31, 2017, an appeal of the Planning Cornmi ion decision was submitted to the City Clerk's office. Z:\Case Filcs\PP\2016\16-05 1410-1432 S Azusa Avenue\CC 3.21.17\Staff Reporr.docx outb Hill Plaza PP 16-05, CUP 16-08, AlJP 16-52 Page 9 of 13 -March 21, 2017 FINDINGS OF FACT: The Planning Commission findings can be found in the Planning Commission resolutions adopted on Januaiy 24 2016 (Attachment Nos. 1-3). TI1e Planning Commission made the following negative findings for each of the required approvals. Precise Plan b.The proposed development is not consistent with adopted development standards for the zone and does not comply with all other applicable provision of the Municipal Code. c.Granting the pennit would be detrimental to the public interest, health, safety, andwelfare and would unreasonably interfere with the use or enjoyment of property inthe vicinity of the subject property. d.The site is not physically suitable for the type density and intensity of thedevelopment being proposed including vehicle access and circulation, utilities andphysical constraints. e.The architecture site layout, location, shape, bulk and physical characteristics ofthe proposed development are not compatible with the existing and future land uses,and do not interfere with orderly development in the vicinity. Conditional Use Permit. a.That the proposed use at the particular location is not necessary or desirable to providea service or facility that will contribute to the general well-being of the neighborhoodor community. c.That the site for the proposed use is not adequate in size and is so shaped as toaccommodate said use as well as all yards, spaces walls, fences, parking, loading,landscaping, and any other features necessary to adjust said use with the land and usesin the neighborhood and make it compatible thereto. Administrative Use Pennit a.That the proposed use at the particular location is not necessary or desirable to providea service or facility that will contribute to the general well-being of the neighborhoodor community. f.That the granting of such administrative use permit will adversely affect the General Plan of the City or any other adopted plan of the City. As presented at the December 13 2016 and included in the draft resolutions for approval for City Council (Attachment Nos. 11-13) the proposed approval findings were presented to the Planning Z:\Ca e Files\PP\2016\16-05 1410-1432 S Azusa Avenue\CC 3.21. l 7\Staff Report.docx South Hill Plaza PP 16-05, CUP 16-08, AUP 16-52 Page 10 of 13-March 21, 2017 Commission. The following are the findings required by the Municipal Code to approve each of the applications. Precise Plan a.The proposed development plans and the uses proposed are consistent with the General Plan and any applicable specific plan. b.The proposed development is consistent with adopted development standards for the zone and complies with all other applicable provision of the Municipal Code. g.Granting the permit would not be detii.mental to the public interest, health, safety,and welfare and would not unreasonably interfere with the use or enjoyment ofprope1ty in the vicinity of the subject property. h.The site is physically suitable for the type, density and intensity of the developmentbeing proposed, including vehicle access and circulation, utilities, and the absenceof physical constraints. 1. The architecture site layout, location, shape, bulk and physical characteristics of the proposed development are compatible with the existing and future land usesand do not interfere with orderly development in the vicinity. Conditional Use Permit a.That the proposed use at the particular location is necessary or desirable to provide aservice or facility that will contribute to the general well-being of the neighborhood or community. b.That such use will not, under the circumstances of the particular case, be detrimentalto the health, safety peace or general welfare or persons residing or working in thevicinity or injwious to property or improvements in the vicinity. c.That the site for the proposed use is adequate in size and is so shaped as toaccommodate said use, as well as, all yards, spaces, walls, fences, parking, loading,landscaping, and any other features necessary to adjust said use with the land and usesin the neighborhood and make it compatible thereto. d.That the site abuts streets and highways adequate in width and improvements to cany traffic generations typical of the proposed uses and the street patterns of such a nature exist as to guarantee that such generation will not be channeled through residentialareas on local residential streets. e.That the granting of such conditional use pennit will not adversely affect the GeneralPlan of the City or any other adopted plan of the City. Z:\Case Files\PP\20 I 6\16-05 l410-1432 S Azusa Aveaue\C 3.21.17\Staff Report.docx South Hills Plaza PP 16-05, CUP 16-08 AUP 16-52 Page 11 ofl3-March21,2017 Administrative Use Permit a.That the proposed use at the particular location is necessary or desirable to provide a service or facility that will contribute to the general well-being of the neighborhood or community. b.That such use will not, under the circumstances of the particular case be detrimental to the health, safety peace or general welfare or persons residing or working in the vicinity or injwious to property or improvements in the vicinity. c.That the site for the proposed use is adequate i.n size and is so shaped as to accommodate said use, as well as all yards spaces, wal1s fences parking, loading, landscaping, and any other features necessary to adjust said use with the land and uses in the neighborhood and make it compatible thereto. d.That the site abuts streets and highways adequate in width and improvements to carry traffic generations typical of the proposed uses and the street patterns of such a nature exist as to guarantee that such generation will not be channeled through residential areas on local residential streets. e.That the granting of such administrative use permit will not adversely affect the General Plan of the City, or any other adopted plan of the City. LEGAL REVIEW: It is important to note that while Dunkin Donuts/Baskin-Robbins is the cunent intended user of a portion of the remodeled tenant space and the drive through, the entitlements sought will allow permanent changes to the physical layout of the project site and a conditional use permit for a drive through will run with the land. Thus, a drive through would continue to be pennitted without further review regardless of whether the building is occupied by Dunkin Donuts/Baskin-Robbins or someone else. Likewise, the physical reconfiguration of the site, including the number of parking spaces and outdoor seating areas will continue even if a different type of restaurant use operates at the site now or in the fuhu-e. As a result, while potential peak usage based on the current proposed use is a legitimate factor to consider with respect to traffic and parking issues, the primary issue to be considered is whether any kind of drive-through restaurant is appropriate for this site and whether the proposed site plan for outdoor seating is appropriate for this site regardless of the types of businesses which may locate there now or in the future. OPTIONS: The City Council has the following options: 1) Adopt the denial resolutions upholding the Planning Commission decision (Attachment No. 1-3). Z:\Ca e Files\?P\2016\16-05 1410-1432 S Azusa Avenu \CC 3.21.17\Staff Report.docx South Hills Plaza PP 16-05, CUP 16-08 AUP 16-52 Page 12 of 13 - March 21, 2017 2) Adopt the approval resolutions that were provided to the Planning Commission on December 13, 2016 (Attachment No. 11-13). 3)Continue the public hearing to allow for modifications to the plans and to receive further infonnati on. ENVIRONMENT AL REVIEW: Pursuant to the California Environmental Quality Act (CEQA), the proposed project is considered to be categorically exempt (Class 1, Existing Facilities) in that it consists of minor alterations to the site, to the exi ting structure and the addition of a drive-through. FISCAL IMP ACT: There is no direct fiscal impact to the City. The construction and improvements would be completed by the applicant. The proposal represents a reduction in floor area square footage for the 120,000 square foot shopping center by approximately 3 000 square feet. Prepared by: approved via emial Kimberly Hall Barlow City Attorney Reviewed and Approved by: J�----- Planning Director Z:\CaseFiles\PP\2016\16-05 1410-1432 Azua Avcnu \CC 3.21.17\StaffReport.d ex South Hill Plaza PP 16-05, CUP 16-08, AUP 16-52 Page 13 of 13-March 21, 2017 ATTACHMENTS: Attachment No. 1 -Draft Precise Plan Resolution for Denial Attachment No. 2 -Draft Conditional Use Permit Resolution for Denial Attachment No. 3 -Draft Administrative Use Permit Resolution for Denial Attachment No. 4-Planning Commission Resolution No. 17-5841 Precise Plan No. 16-05 Attachment No. 5 - Planning Commission Resolution o. 17-5842, Conditional Use Permit No. 16-08 Attachment No. 6-Planning Commission Resolution No. 17-5843 Administrative Use Pennit No. 16-52 Attachment No. 7 -Planning Commission Minutes dated January 24, 2017 Attachment No. 8-Planning Commission Staff Report dated January 24, 2017 Attachment No. 9-Planning Commission Minutes dated December 13, 2016 Attachment No. IO-Planning Commission Staff Report dated December 13 2016 Attachment o. 11 - Draft Precise Plan Resolution for ApprovalAttachment o. 12-Draft Conditional Use Permit Resolution for Approval Attaclunent o. 13 -Draft Administrative Use Pennit Resolution for ApprovalAttachment o. 14-Business Operations Plan Attachment o. 15 -Drive Through Queuing AnalysisAttachment o. 16-Noise Impact AnalysisAttachment No. 17 -Petition in opposition to Dunkin' Donuts, Dated December 7, 2016 (Available for review by the public at the West Covina Library West Covina Police Department, and West Covina Planning Department) Available at www.westcovina.org/PublicHearingMarch21 Attachment No. 18 -Infom1ation from Applicant in Support Dated March 13 2017 (Available for review by the public at the West Covina Library, West Covina Police Department, and West Covina Planning Department) Available at www.westcovina.org/PublicHearingMarch21 Attachment o. 19-Plans (Available for review by the public at the West Covina Library, West Covina Police Department, and West Covina Planning Department) Z:\Case Files\PP\2016\J 6-05 14 L0-1432 S Azusa Aveoue\CC 3.21.17\Staff Report.docx AGENDA STAFF REPORT City of West Covina | Office of the City Manager DATE: May 16, 2017 TO: Mayor and City Council FROM: Chris Freeland City Manager SUBJECT: FISCAL YEAR 2017-18 INVESTMENT POLICY RECOMMENDATION: It is recommended that the City Council adopt the following resolution: RESOLUTION NO. 2017-36 – A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF WEST COVINA, CALIFORNIA, APPROVING AND ADOPTING THE UPDATED STATEMENT OF INVESTMENT POLICY FOR FISCAL YEAR 2017-18 BACKGROUND: The purpose of the Investment Policy is to establish prudent investment cash management guidelines for the City of West Covina, the Successor Agency to the former Redevelopment Agency of the City of West Covina and the West Covina Community Facilities District. The investment goals of the City are safety, liquidity and yield. The State of California’s authority to govern investments for local agencies is set forth in the California Government Code, Section 53600 et seq. The City’s portfolio is designed and managed in a manner responsive to the public trust and consistent with State and local law. The City’s investment policy governs the pooled investment of funds in the treasury which are not required for the immediate needs of the City. The Investment Policy was last approved on June 7, 2016. Section XX on page 11 requires that City staff annually review the Investment Policy and submit it for City Council approval. City staff submitted the Investment Policy to the California Municipal Treasurers Association’s (CMTA) Investment Policy Certification Program in August 2016. The CMTA Investment Policy Certification Program provides professional guidance and assistance in developing and/or improving existing investment policies in California’s public sector agencies. The reviewers required some changes be made before the Investment Policy would be certified by CMTA. AGENDA ITEM NO. 3 Reviewed and Approved by: Christa Buhagiar Finance Director Fiscal Year 2017-18 Investment Policy Page 2 of 2 — May 16, 2017 DISCUSSION: City staff worked with Chandler Asset Management (Chandler), who serves as the City's Investment Advisor, to revise the Investment Policy to include the recommended changes. As a result, a number of revisions and clarifications have been incorporated into the Investment Policy. Summary of Investment Policy Changes: The goal of the recommended changes to the policy is to update and align it to the standards of California Government Code and CMTA, and to clarify language related to the City's investment program. The proposed Investment Policy includes the following: • A new section on investment pools and mutual funds in which an investigation is conducted prior to making an investment through a questionnaire derived from the general questions listed in the Investment Policy; • Further elaboration in the reporting section of the Investment Policy was included to specify the monthly, quarterly, and annual requirements; and • Additional language was included in the Investment Policy that further expands on the limits of specific issuer exposure to increase diversification and reduce overall risk in the City's investment portfolio. These additions will provide an extra layer of clarity and oversight of the investment process. Several other minor changes were made to clarify language and to help the Investment Policy remain flexible into the foreseeable future. FISCAL IMPACT: The review and approval of the Investment Policy will have no financial impact on the City at this time. Prepared by: .• ' Nicole Lugotoff Accounting Manager ATTACHMENT: Attachment No. 1 — Resolution No. 2017-36 ATTACHMENT NO. 1 RESOLUTION NO. 2017-36 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF WEST COVINA, CALIFORNIA, APPROVING AND ADOPTING THE UPDATED STATEMENT OF INVESTMENT POLICY FOR FISCAL YEAR 2017-18 WHEREAS, the Government Code Section 53646 of the State of California requires the City Treasurer or the Chief Fiscal Officer to render an annual statement of investment policy which must be considered at a public meeting; and WHEREAS, Government Code Section 53600 et seq., provides guidelines and regulations pertaining to investment of temporary idle funds. NOW, THEREFORE, the City Council of the City of West Covina does resolve as follows: SECTION 1. The City Council does hereby adopt the attached Statement of Investment Policy for Fiscal Year 2017-18 (Exhibit A). SECTION 2. Any and all prior resolutions adopting a Statement of Investment Policy for the City of West Covina shall be hereby rescinded. APPROVED AND ADOPTED this 16th day of May, 2017 __________________________ Mayor Corey Warshaw ATTEST: _____________________________ Nickolas S. Lewis, City Clerk 1 EXHIBIT A CITY OF WEST COVINA STATEMENT OF INVESTMENT POLICY FOR FISCAL YEAR 2017-18 I. POLICY The purpose of this Policy is to establish prudent investment cash management guidelines for the City of West Covina, the Successor Agency to the Redevelopment Agency of the City of West Covina, and the West Covina Community Facilities District, collectively (City). The investment goals of the City are safety, liquidity and yield. The State of California authority governing investments for local agencies is set forth in the California Government Code, Section 53600 et seq. The City’s portfolio is designed and managed in a manner responsive to the public trust and consistent with State and local law. II. SCOPE This investment policy governs the pooled investment of funds in the treasury which are not required for the immediate needs of the City. These funds are accounted for in the City’s general ledger and reported in the City’s Comprehensive Annual Financial Report (CAFR). This policy is applicable, but not limited to all funds listed below: • General Fund • Special Revenue Funds • Debt Service Funds • Capital Projects Funds • Proprietary Funds This policy does not apply where superseded by specific bond documents. III. PRUDENCE The standard to be used by the investment officials shall be that of a “prudent investor” and shall be applied in the context of managing all aspects of the overall portfolio. Government Code Section 53600.3 provides that those persons to whom investment decisions have been delegated are trustees with a fiduciary duty to act as a prudent investor. This standard of care directs that a trustee shall act with care, skill, prudence, and diligence under the circumstances then prevailing, that a prudent person acting in like capacity and familiarity with those matters would use in the conduct of funds of a like character and with like aims, to safeguard the principal and maintain the liquidity needs of the agency. 2 IV. OBJECTIVE The objectives, in order of priority, for the City’s investment activities are: (A) Safeguard principal: Preservation of principal is the primary objective of the investment program. Each investment transaction shall seek to ensure that capital losses are avoided, whether from securities default, broker/dealer default or erosion of market value. The City shall seek to preserve principal by mitigating the two types of risk, credit risk and interest rate risk. Credit risk, defined as the risk of loss due to issuer’s failure to fulfill obligations, shall be mitigated by investing in high grade securities that conform to California Code and by diversifying the investment portfolio. Interest rate risk, defined as the risk that market interest rates will adversely affect the fair value of an investment, shall be mitigated by purchasing a combination of shorter term and longer term investments and by timing cash flows from maturities so that a portion of the portfolio is maturing or coming close to maturity evenly over time as necessary to provide cash flow and liquidity needed for operations. (B) Meet liquidity needs: Historical cash flow trends are compared to current cash flow requirements on an ongoing basis in an effort to ensure that the City’s investment portfolio will remain sufficiently flexible to enable the City to meet reasonably anticipated operating requirements. (C) Achieve a return on funds: The City's investment portfolio is designed with the objective of attaining a market rate of return, while safeguarding principal and meeting the City’s liquidity needs. V. DELEGATION OF AUTHORITY The City Council or its delegate is a fiduciary for investments of City funds. Authority to manage the City's investment program is specified in West Covina Municipal Code Section 2-182(i); “The chief financial officer also shall be responsible for the investment of surplus funds subject to the restrictions and requirements of applicable law.” Daily management responsibility of the investment program may be delegated to responsible members of the Finance Department staff who, under direction of the Finance Director, shall establish Investment Policy Guidelines for the operation of the investment program consistent with this Investment Policy. Under the direction of the Finance Director, the Finance Department staff is responsible for investment cash management functions, is authorized to conduct transactions involving pooled cash accounts as necessary, and is required to adhere to the requirements set forth in this Investment Policy. 3 The City may engage the services of one or more external investment advisers, who are registered under the Investment Advisers Act of 1940, to assist in the management of the City’s investment portfolio in a manner consistent with the City’s objectives. External investment advisers may be granted discretion to purchase and sell investment securities in accordance with this investment policy. VI. ETHICS AND CONFLICTS OF INTEREST Officers and employees involved in the investment process shall refrain from personal business activity that could conflict with proper execution of the Investment Policy, or which could impair their ability to make impartial investment decisions. Investment officials shall disclose to the City Manager, and as otherwise required by law, any material financial interests (as defined by the Political Reform Act and the regulations thereunder) in financial institutions that conduct business within this jurisdiction, and they shall further disclose any large personal financial or investment positions that could be related to the performance of the City's portfolio. Employees and officers shall subordinate their personal investment transactions to those of the City, particularly with regard to the time of purchases and sales. VII. DIVERSIFICATION AND RISK MANAGEMENT Market risk is the risk that the portfolio value will fluctuate due to changes in the general level of interest rates. The City recognizes that over time, longer-term portfolios have the potential to achieve higher returns. On the other hand, longer-term portfolios have higher volatility of return. The City will mitigate market risk by providing adequate liquidity for short-term cash needs, and by making longer-term investments only with funds that are not needed for current cash flow purposes. The City further recognizes that certain types of securities, including variable rate securities, securities with principal paydowns prior to maturity, and securities with embedded options, will affect the market risk profile of the portfolio differently in different interest rate environments. Therefore, the City adopts the following strategies to control and mitigate its exposure to market risk: • The City will maintain a minimum of six (6) months of budgeted operating expenditures in short-term investments to provide sufficient liquidity for expected disbursements. • The maximum percent of callable securities (does not include “make whole call” securities as defined in the Glossary) in the portfolio will be 20%. • The maximum stated final maturity of individual securities in the portfolio will be five (5) years, except as otherwise stated in this policy. • The duration of the portfolio will generally be approximately equal to the duration (typically, plus or minus 20%) of a Market Benchmark, an index selected by the City based on the City’s investment objectives, constraints and risk tolerances. 4 If securities owned by the City are downgraded to a level below the credit quality required by this Investment Policy, it shall be the City’s policy to review the credit situation and make a determination as to whether to sell or retain such securities in the portfolio. If a security is downgraded, the City will use discretion in determining whether to sell or hold the security based on its current maturity, the economic outlook for the issuer, and other relevant factors. If a decision is made to retain a downgraded security in the portfolio, its presence in the portfolio will be monitored and reported monthly to the City Council. The following percentage limits, maturity matrix, and quality requirements, by individual investment type, are established for the City’s total pooled funds portfolio: Investment Type Maximum Maturity Maximum Specified % of Portfolio Minimum Quality Requirements Local Agency Investment Fund (LAIF) (not to exceed legal maximum) N/A None None Los Angeles County Investment Pool (LACIP) N/A None None Mutual Funds and Money Market Mutual Funds N/A 20% - no more than 10% in any one mutual fund Multiple U.S. Treasury bonds/notes/bills 5 years None None U.S. Government Agency obligations 5 years None None Bankers' acceptances 180 days 40% None Commercial paper 270 days 25% A1/P1 rating Negotiable certificates of deposit 5 years 30% None Certificates of Deposit 5 years 25% None Medium term corporate notes 5 years 30% “A” rating Repurchase agreements 100 days 20% None Municipal Securities 5 years 30% “A” Rating Asset Backed Securities 5 Years 20% “AA” Rating Supranational 5 years 30% “AA” Rating VIII. AUTHORIZED FINANCIAL DEALERS AND INSTITUTIONS The Finance Director or his/her authorized designee will maintain a list of financial institutions authorized to provide investment services. In addition, a list will also be maintained of approved security brokers/dealers selected by credit worthiness, who maintain an office in the State of California. These may include primary or secondary dealers or brokers that qualify under Securities and Exchange Commission Rule 15C3-1 (uniform net capital rule). No public deposit shall be made except in a qualified public depository as established by state law. 5 All financial institutions and brokers/dealers who desire to become qualified bidders for investment transactions must supply the following: A. Audited financial statements of all financial institutions B. Proof of Financial Industry Regulatory Authority certification C. Proof of State registration D. Certification of having read Investment Policy E. Depository contracts of all financial institutions F. Broker/Dealer questionnaire, as applicable An annual review of the financial condition and registrations of qualified bidders will be conducted by the Finance Director or his/her authorized designee. IX. AUTHORIZED AND SUITABLE INVESTMENTS The City is empowered by California Government Code Section 53601 to invest in the following types of securities, and is subject to the limitations set out in that section as well as the remainder of this policy. Any investment structure, which has an effect on the City borrowing money, is prohibited. A. TREASURY ISSUES: Treasury Bills, Treasury Notes, and Treasury Bonds. The maximum maturity shall not be greater than five (5) years. B. FEDERAL AGENCIES: Federal National Mortgage Association (FNMA) securities, Federal Home Loan Bank (FHLB) securities, Federal Home Loan Mortgage Corporation (FHLMC), Federal Farm Credit Bureau (FFCB) securities, Government National Mortgage Association (GNMA) securities, Small Business Administration (SBA) securities, Student Loan Marketing Association (SLMA) securities, etc. The City restricts the maximum percentage of investment in Federal Agencies to 25%, per issuer. The maximum maturity shall not be greater than five (5) years. C. BANKERS' ACCEPTANCES: The City may not purchase bankers’ acceptances exceeding one hundred and eighty (180) days maturity or forty percent (40%) of the City’s surplus money, (Government Code 53601(f).) Furthermore, no more than thirty percent (30%) of the City’s surplus funds may be invested in bankers’ acceptances of any one commercial bank. D. CERTIFICATES OF DEPOSIT: A type of collateralized bank deposit with a specific maturity evidenced by a certificate. The City restricts the maximum percentage of investment in Certificates of Deposit to 25% of the City’s total portfolio. The maximum maturity shall not be greater than five (5) years. 6 E. REPURCHASE AGREEMENTS: A Public Securities Association (PSA) Master Repurchase Agreement is required between the City and the broker/dealer or financial institution for all repurchase agreements transacted. The maturity of repurchase agreements shall not exceed 100 days. The counterparty must be a primary dealer of the Federal Reserve Bank of New York. The market value of securities used as collateral for repurchase agreements shall be monitored daily and will not be allowed to fall below 102% of the value of the repurchase agreement. In order to conform with provisions of the Federal Bankruptcy Code which provides for the liquidation of securities held as collateral for repurchase agreements, the only securities acceptable as collateral shall be eligible negotiable certificates of deposit, eligible bankers' acceptances, or securities that are direct obligations of, or that are fully guaranteed as to principal and interest by, the United States or any agency of the United States. F. COMMERCIAL PAPER: Must be of prime quality of the highest rating by both Moody’s and Standard and Poor’s (P-1 by Moody’s and A-1 by Standard and Poor’s). Eligible paper is limited to corporations organized and operating within the U.S. and having total assets of at least $500,000,000. Purchases of commercial paper shall not exceed two hundred and seventy (270) days to maturity and no more than 25% of the City’s surplus funds should be invested in commercial paper. No more than 5% of the amount invested shall be in any one issuer. G. MEDIUM TERM NOTES: Issued by corporations organized and operating within the United States or by depository institutions licensed by the United States or any state and operating within the United States. Notes eligible for investment under this subdivision shall be rated in a rating category of "A" or its equivalent or better by a NRSRO. Purchases of medium-term notes may not exceed 30% of the City’s surplus money which may be invested pursuant to this section. The maximum maturity shall not be greater than five (5) years. H. NEGOTIABLE CERTIFICATES OF DEPOSIT (NCD): To be eligible for purchase by the City, the NCD must be issued by a Nationally or State-Chartered bank, State or Federal savings and loan association, or State- licensed branch of a foreign bank, and must meet one of the following criteria: • Be a California Bank rated "A" or better by a nationally recognized statistical rating organization (NRSRO); • Be a major national or regional bank outside California rated “A” or better by a NRSRO; • Be a domestic branch of a foreign bank (“Yankee” C.D.) rated “I” for country rating, “II” or better for peer-group rating, and “II” or better for 7 dollar access by a NRSRO; • Be a savings and loan association operating in California rated “A” or better by a NRSRO; • Purchases of negotiable certificates of deposits may not exceed 30% of the total portfolio. The maximum maturity shall not be greater than five (5) years. I. LOCAL AGENCY INVESTMENT FUND (LAIF): The aggregate of all funds from political subdivisions that are placed in the custody of the State of California Treasurer for the benefit of local agencies. State law (California Government Code Section 16429.1) establishes the maximum deposits for each local agency. J. LOS ANGELES COUNTY INVESTMENT POOL (LACIP): Similar to LAIF, this pool is established by the Los Angeles County Treasurer for the benefit of local agencies under California Government Code Section 53684. K. MUTUAL FUNDS AND MONEY MARKET MUTUAL FUNDS: To be eligible for purchase by the City, the investment instruments must meet multiple minimum requirements. Instruments must receive the highest ranking or the highest letter and numerical rating as provided for by a NRSRO, must comply with all investment restrictions and regulations that apply to public agencies in California Code 53601 (a-k, m-o), and must follow regulations specified by the Securities and Exchange Commission under the Investment Company Act of 1940 (15 U.S.C. Section 80a-1, et seq.). L. MUNICIPAL SECURITIES: Include obligations of the City, the State of California, any of the other 49 states, and any local city within the State of California, provided that the securities are rated “A” or higher by at least one NRSRO. No more than 5% of the portfolio may be invested in any single issuer. No more than 30% of the portfolio may be in Municipal Securities. The maximum maturity does not exceed five years. M. SUPRANATIONALS: Securities that are unsubordinated obligations issued by the International Bank for Reconstruction and Development (IBRD), International Finance Corporation (IFC), or Inter-American Development Bank (IADB). The securities must be rated “AA” or higher by a NRSRO. No more than 30% of the total portfolio may be invested in these securities. No more than 10% of the total portfolio shall be invested in any single issuer. The maximum maturity of any security of this type shall not exceed five years. 8 N. ASSET BACKED SECURITIES: Including mortgage pass through, collateralized mortgage obligation, mortgage backed or other pay through bond, equipment lease backed certificate, consumer receivable pass through certificate, or consumer receivable backed bond with a maximum maturity of five years. Securities eligible for investment under this subdivision shall be issued by an issuer having an "A" or higher rating for the issuer's debt as provided by a NRSRO and rated in a rating category of "AA" or its equivalent or better by a NRSRO. Purchase of securities authorized by this subdivision may not exceed 20% of the City’s surplus money that may be invested pursuant to this section. X. PROHIBITED INVESTMENTS California Government Code Section 53601.6 prohibits the following list of investment types. A. INVERSE FLOATERS B. RANGE NOTES C. INTEREST-ONLY MORTGAGE STRIPS, OR ANY SECURITY THAT COULD RESULT IN ZERO INTEREST ACCRUAL IF HELD TO MATURITY. The City further restricts investment activities by prohibiting investments in reverse repurchase agreements. XI. COLLATERALIZATION Collateralization will be required on two types of investments: certificates of deposit and repurchase agreements. In order to anticipate market changes and provide a level of security for all funds, the market value of securities used as collateral for repurchase agreements shall be monitored daily and will not be allowed to fall below 102% of the value of the repurchase agreement. In order to conform with provisions of the Federal Bankruptcy Code, which provides for the liquidation of securities held as collateral for repurchase agreements, the only securities acceptable as collateral shall be eligible negotiable certificates of deposit, eligible banker's acceptances, or securities that are direct obligations, or that are fully guaranteed as to principal and interest by, the United States or any agency of the United States. A third party custodian with whom the City has a current custodial agreement will always hold collateral. A clearly marked evidence of ownership (safekeeping receipt) must be supplied to the City and retained. 9 XII. INVESTMENT POOLS/MUTUAL FUNDS The City shall conduct a thorough investigation of any pool or mutual fund prior to making an investment, and on a continual basis thereafter. The Finance Director or his/her authorized designee shall develop a questionnaire which will answer the following general questions: • A description of eligible investment securities, and a written statement of investment policy and objectives. • A description of interest calculations and how it is distributed, and how gains and losses are treated. • A description of how the securities are safeguarded (including the settlement processes), and how often the securities are priced and the program audited. • A description of who may invest in the program, how often, what size deposit and withdrawal are allowed. • A schedule for receiving statements and portfolio listings. • Are reserves, retained earnings, etc. utilized by the pool/fund? • A fee schedule, and when and how is it assessed. • Is the pool/fund eligible for bond proceeds and/or will it accept such proceeds? XIII. SAFEKEEPING AND CUSTODY All security transactions, including collateral for repurchase agreements, entered into by the City shall be conducted on a delivery-versus-payment (DVP) basis. Securities will be held by a third party custodian designated by the Finance Director or his/her authorized designee and evidenced by safekeeping records. XIV. MAXIMUM MATURITIES To the extent possible, the City will attempt to match its investments with anticipated cash flow requirements. However, the City may collateralize its repurchase agreements using longer-dated investments not to exceed five (5) years to maturity. XV. INTERNAL CONTROL The Finance Director will establish internal controls covering investing procedures designed to protect the City’s investments from unauthorized use or disposition and ensure compliance with the Investment Policy. 10 The Finance Director or his/her authorized designee shall establish an annual process of independent review of internal control by an external auditor. This review will ensure compliance with policies and procedures. Specific areas of review are investment authorizations, proper safekeeping methods, and comparison of broker/dealer with safekeeping confirmations. XVI. MINIMUM PERFORMANCE STANDARDS The City Treasurer shall monitor and evaluate the portfolio’s performance relative to the chosen market benchmark(s), which will be included in the monthly Investment Report. The Finance Director or his/her authorized designee shall select an appropriate, readily available index to use as a market benchmark. XVII. REPORTING A. MONTHLY REPORTS: Monthly transaction reports will be submitted by the Finance Director to the City Council within 30 days of the end of the reporting period in accordance with California Government Code Section 53607. B. QUARTERLY REPORTS: The Finance Director will submit a quarterly investment report to the City Council which provides full disclosure of the City’s investment activities within 30 days after the end of the quarter. These reports will disclose, at a minimum, the following information about the City’s portfolio: • An asset listing showing par value, cost and independent third-party fair market value of each security as of the date of the report, the source of the valuation, type of investment, issuer, maturity date, and interest rate. • Transactions for the period. • A description of the funds, investments and programs (including lending programs) managed by contracted parties (i.e. LAIF, investment pools, outside money managers and securities lending agents). • A one-page summary report that shows: i. Average maturity of the portfolio and modified duration of the portfolio; ii. Maturity distribution of the portfolio; iii. Percentage of the portfolio represented by each investment category; iv. Average portfolio credit quality; and, v. Time-weighted total rate of return for the portfolio for the prior one month, three months, twelve months and since inception compared to the City’s market benchmark returns for the same periods. 11 • A statement of compliance with investment policy, including a schedule of any transactions or holdings which do not comply with this policy or with the California Government Code, including a justification for their presence in the portfolio and a timetable for resolution. • A statement that the City has adequate funds to meet its cash flow requirements for the next six (6) months. C. ANNUAL REPORTS: A comprehensive annual report will be presented to the City Council. This report will include comparisons of the City’s return to the market benchmark return, suggest policies and improvements that might enhance the investment program, and will include an investment plan for the coming year. XVIII. LEGISLATIVE CHANGES Any State of California legislative action, that further restricts allowable maturities, investment type or percentage allocations, will be incorporated into the City’s Investment Policy and supersede any and all previous applicable language. XIX. INTEREST EARNINGS All monies earned and collected from investments authorized in this policy shall be allocated monthly based on cash balances in each fund as a percentage of the entire pooled portfolio. XX. INVESTMENT POLICY ADOPTION The City's Investment Policy shall be reviewed and approved on an annual basis. Any modifications made thereto must be approved by the City Council. 12 GLOSSARY AGENCIES: Shorthand market terminology for any obligation issued by a government- sponsored entity (GSE), or a federally related institution. Most obligations of GSE’s are not guaranteed by the full faith and credit of the US government. ASKED: The price at which a seller offers to sell a security. ASSET BACKED SECURITIES: Securities supported by pools of installment loans or leases or by pools of revolving lines of credit. BANKERS' ACCEPTANCE (BA): A draft, bill, or exchange accepted by a bank or trust company accepting institution guarantees payment of the bill, as well as the issuer. BID: The price offered for securities. BROKER: A broker brings buyers and sellers together for a commission paid by the initiator of the transaction or by both sides. Brokers are active in markets, where banks buy and sell money, as well as in inter-dealer markets. CERTIFICATE OF DEPOSIT (CD): A time deposit with a specific maturity evidenced by a certificate. Large-denomination CD's are typically negotiable. COLLATERAL: Securities, evidence of deposit or other property, which a borrower pledges to secure repayment of a loan. Also, refers to securities pledged by a bank to secure deposits of public monies. COMMERCIAL PAPER (CP): Short-term, unsecured, promissory notes issued by corporations to finance short-term credit needs. COMPREHENSIVE ANNUAL FINANCIAL REPORT (CAFR): The official annual financial report of the City. It includes combined statements for each individual fund in conformity with GAAP. It also includes supporting schedules necessary to demonstrate compliance with finance-related legal and contractual provisions, extensive introductory material, and a detailed Statistical Section. COUPON: (a). The annual rate of interest that a bond’s issuer promises to pay the bondholder on the bond’s face value. (b). A certificate attached to a bond evidencing interest due on a payment date. DEALER: A dealer, as opposed to a broker, acts as a principal in all transactions, buying and selling for his own account. DEBENTURE: A bond secured only by the general credit of the issuer. 13 DELIVERY VERSUS PAYMENT (DVP): There are two methods of delivery of securities: delivery versus payment and delivery versus receipt (also called free). Delivery versus payment is delivery of securities with an exchange of a signed receipt for the securities. DERIVATIVES: (1) Financial instruments whose return profile is linked to, or derived from, the movement of one or more underlying index or security, and may include a leveraging factor, or (2) financial contracts based upon notional amounts whose value is derived from an underlying index or security (interest rates, foreign exchange rates, equities or commodities). DISCOUNT: The difference between the cost price of a security and its maturity when quoted at lower than face value. A security selling below original offering price shortly after sale also is considered to be at a discount. DISCOUNT SECURITIES: Non-interest bearing money market instruments that are issued at a discount and redeemed at maturity for full face value i.e., U.S. Treasury Bills. DIVERSIFICATION: Dividing investment funds among a variety of securities offering independent returns. FEDERAL CREDIT AGENCIES: Agencies of the Federal government set up to supply credit to various classes of institutions and individuals, such as savings and loan associates, small business firms, students, farmers, farm cooperatives, and exporters. FEDERAL DEPOSIT INSURANCE CORPORATION (FDIC): A federal agency that insures bank deposits, currently up to $250,000 per deposit. FEDERAL FUNDS RATE: The rate of interest at which Fed funds are traded. This rate is currently pegged by the Federal Reserve through open-market operations. FEDERAL HOME LOAN BANKS (FHLB): Government sponsored wholesale banks which lend funds and provide correspondent banking services to member commercial banks, thrift institutions, credit unions and insurance companies. The mission of the FHLBs is to liquefy the housing related assets of its members who must purchase stock in their district Bank. FEDERAL NATIONAL MORTGAGE ASSOCIATION (FNMA): FNMA, like GNMA was chartered under the Federal National Mortgage Association Act in 1938. FNMA is a federal corporation working under the auspices of the United States Department of Housing and Urban Development (HUD). It is the largest single provider of residential mortgage funds in the United States. Fannie Mae, as the corporation is called, is a private stockholder-owned corporation. The corporation's purchases include a variety of adjustable rate mortgages and second loans in addition to fixed rate mortgages. FNMA's securities are highly liquid and are widely accepted. FNMA assumes and guarantees that all security holders will receive timely payment of principal and interest. 14 FEDERAL OPEN MARKET COMMITTEE (FOMC): Consists of seven members of the Federal Reserve Board and five of the twelve Federal Reserve Bank Presidents. The President of the New York Federal Reserve Bank is a permanent member, while the other Presidents serve on a rotating basis. The Committee periodically meets to set Federal Reserve guidelines regarding purchases and sales of Government Securities in the open market as a means of influencing the volume of bank credit and money. FEDERAL RESERVE SYSTEM: The central bank of the United States created by Congress and consisting of a seven-member Board of Governors and 12 regional banks. About 5,700 commercial banks are members of the system. FFCB: The Federal Farm Credit Bank System provides credit and liquidity in the agricultural industry. FFCB issues discount notes and bonds. FHLB: The Federal Home Loan Bank provides credit and liquidity in the housing market. FHLB issues discount notes and bonds. FHLMC: Like FHLB, the Federal Home Loan Mortgage Corporation provides credit and liquidity in the housing market. FHLMC, also called “FreddieMac” issues discount notes, bonds and mortgage pass-through securities. FNMA: Like FHLB and FreddieMac, the Federal National Mortgage Association was established to provide credit and liquidity in the housing market. FNMA, also known as “FannieMae,” issues discount notes, bonds and mortgage pass-through securities. GNMA: The Government National Mortgage Association, known as “GinnieMae,” issues mortgage pass-through securities, which are guaranteed by the full faith and credit of the US Government. GOVERNMENT NATIONAL MORTGAGE ASSOCIATION (GNMA or Ginnie Mae): Securities influencing the volume of bank credit guaranteed by GNMA and issued by mortgage bankers, commercial banks, savings and loan associations and other institutions. The full faith and credit of the U.S. Government protect the security holder. Ginnie Mae securities are backed by FHA, VA or FMHM mortgages. The term “pass- throughs” is often used to describe Ginnie Mae Securities. LIQUID ASSET: A liquid asset is one that can be converted easily and rapidly into cash without a substantial loss of value. In the money market, a security is said to be liquid if the spread between bid and asked prices is narrow and reasonable size can be done at those quotes. LIQUIDITY: The ability to convert investments to cash. LOCAL AGENCY INVESTMENT FUND (LAIF): The aggregate of all funds from political subdivisions that are placed in the custody of the State of California Treasurer for the benefit of local agencies. State law (California Government Code Section 16429.1) establishes the maximum deposits for each local agency. 15 LOS ANGELES COUNTY INVESTMENT POOL (LACIP): Similar to LAIF, this pool is established by the Los Angeles County Treasurer for the benefit of local agencies under California Government Code Section 53684. MAKE WHOLE CALL: A type of call provision on a bond allowing the issuer to pay off remaining debt early. The issuer typically has to make a lump sum payment to the investor derived from a formula based on the net present value (NPV) of future coupon payments that will not be paid incrementally because of the call combined with the principal payment the investor would have received at maturity. MARKET VALUE: The price at which a security is trading and could presumably be purchased or sold. MASTER REPURCHASE AGREEMENT: A written contract covering all future transactions between the parties related to repurchase or reverse repurchase agreements. The contract establishes each party's rights in the transactions. A master agreement will often specify, among other things, the right of the buyer-lender to liquidate the underlying securities in the event of default of the seller-borrower. MATURITY: The date upon which the principal or stated value of an investment becomes due and payable. MEDIUM TERM NOTES: Notes with a maximum of five years maturity issued by corporations organized and operating within the United States or by depository institutions licensed by the United States or any state and operating within the United States. MUNICIPAL SECURITIES: Securities issued by state and local agencies to finance capital and operating expenses. MONEY MARKET: The market in which short-term debt instruments (bills, commercial paper, bankers' acceptances, etc.) are issued and traded. NEGOTIABLE CERTIFICATES OF DEPOSIT (NCD): Although technically a deposit, it is similar to a short-term note, which earns the depositor a competitive rate of return. Negotiable certificates of deposit were developed so that large deposits could be made at a competitive interest rate with some liquidity. OFFER: The price asked by the seller of securities. (When you are buying securities, you ask for an offer.) See Asked and Bid. OPEN MARKET OPERATIONS: Purchases and sales of government and certain other securities in the open market by the New York Federal Reserve Bank as directed by the FOMC in order to influence the volume of money and credit in the economy. Purchases inject reserves into the bank system and stimulate growth of money and credit; sales have the opposite effect. Open market operations are the Federal Reserve’s most important and most flexible monetary policy tool. 16 PEFCO: The Private Export Funding Corporation assists exporters. Obligations of PEFCO are not guaranteed by the full faith and credit of the US government. PORTFOLIO: A collection of securities held by an individual organization or institution. PRIMARY DEALER: A group of government securities dealers who submit daily reports of market activity and positions and monthly financial statements to the Federal Reserve Bank of New York and are subject to its informal oversight. Primary dealers include Securities and Exchange Commission (SEC)-registered securities brokers/dealers, banks, and a few unregulated firms. PRUDENT INVESTOR RULE: This rule is an investment standard. In some states, the law requires that a fiduciary, such as a trustee, may invest money only in a list of securities selected by the state. The securities are commonly referred to as the legal list. In other states the trustee may invest in a security if it is one, which would be bought by a prudent person of discretion and intelligence who is seeking a reasonable income and preservation of capital. QUALIFIED PUBLIC DEPOSITORIES: A financial institution which does not claim exemption from the payment of any sales or compensating use or ad valorem taxes under the laws of this state, which has segregated for the benefit of the commission eligible collateral having a value of not less than its maximum liability and which has been approved by the Public Deposit Protection Commission to hold public deposits. RATE OF RETURN: The yield obtainable on a security based on its purchase price or its current market price. This may be the amortized yield to maturity on a bond or the current income return. REPURCHASE AGREEMENT (REPO): Agreements with banks and dealers under which the City has entered into a master repurchase agreement that specifies terms and conditions of individual repurchase agreements. The agreement requires the seller of a security to repurchase an investment on a specific date for an agreed-upon price. SAFEKEEPING: A service to customers rendered by banks and other security custodians for a fee. For the fee, the customer’s securities and valuables of all types and descriptions are held in the service provider’s vaults for protection. Securities are commonly held electronically in lieu of physical custody in a vault. SECONDARY MARKET: A market made for the purchase and sale of outstanding issues following the initial distribution. SECURITIES & EXCHANGE COMMISSION: Agency created by Congress to protect investors in securities transactions by administering securities legislation. SEC RULE 15C3-1: See Uniform Net Capital Rule. STRUCTURED NOTES: Notes issued by Government Sponsored Enterprises (FHLB, FNMA, SLMA, etc.) and Corporations, which have imbedded options (i.e., call features, 17 step-up coupons, floating rate coupons, and derivative-based returns) into their debt structure. Their market performance is impacted by the fluctuation of interest rates, the volatility of the imbedded options and shifts in the shape of the yield curve. SUPRANATIONAL: A Supranational is a multi-national organization whereby member states transcend national boundaries or interests to share in the decision making to promote economic development in the member countries. TREASURY BILLS: A non-interest bearing discount security issued by the U.S. Treasury to finance the national debt. Most bills are issued to mature in three months, six months, or one year. TREASURY BONDS: Long-term coupon-bearing U.S. Treasury securities issued as direct obligations of the U.S. Government and having initial maturities of more than 10 years. TREASURY NOTES: Medium-term coupon-bearing U.S. Treasury securities issued as direct obligations of the U.S. Government and having initial maturities from two to 10 years. TVA: The Tennessee Valley Authority provides flood control and power and promotes development in portions of the Tennessee, Ohio, and Mississippi River valleys. TVA currently issues discount notes and bonds. UNIFORM NET CAPITAL RULE: Securities and Exchange Commission requirement that member firms as well as nonmember brokers/dealers in securities maintain a maximum ratio of indebtedness to liquid capital of 15 to 1; also called net capital rule and net capital ratio. Indebtedness covers all money owed to a firm, including margin loans and commitments to purchase securities, one reason new public issues are spread among members of underwriting syndicates. Liquid capital includes cash and assets easily converted into cash. YIELD: The rate of annual income return on an investment, expressed as a percentage. (a) Income yield is obtained by dividing the current dollar income by the current market price for the security. (b) Net yield or yield to maturity (YTM) is the current income yield minus any premium above par or plus any discount from purchase price, with the adjustment spread over the period from the date of purchase to the date of maturity of the bond. AGENDA STAFF REPORT City of West Covina | Office of the City Manager DATE: May 16, 2017 TO: Mayor and City Council FROM: Chris Freeland City Manager SUBJECT: AWARD OF CONTRACT FOR COLLECTION AGENCY SERVICES RECOMMENDATION: It is recommended that the City Council authorize the City Manager to execute a three-year agreement with two one-year renewal options with C B Merchant Services (Attachment No. 1), to provide collection services for unpaid and delinquent accounts for the City. BACKGROUND: On November 17, 2009, the City entered into an agreement with Money Control Inc. (“Money Control”) to provide collection services on the City’s delinquent accounts at a rate of 20 percent for current placements. The City referred unpaid debts to Money Control for collection and, in return, Money Control retained a percentage of whatever was collected. In September 2010, the City was informed that Money Control changed its name and would be operating under the name Marigold. The City continued to refer unpaid accounts to Marigold for collection. From September 2010 through 2014, Marigold recovered over $115,000 from delinquent accounts, with $65,000 alone recovered in 2014. However, since December 2014, Marigold has not remitted any payments to the City and, in fact, has not responded to City staff requests for information and payment. The City terminated the contract with Marigold in January 2017 and subsequently learned they are not licensed to work in the State of California. AGENDA ITEM NO. 4 Award of Contract for Collection Agency Services Page 2 of 4 – May 16, 2017 DISCUSSION: On March 16, 2017, the City issued a request for proposal (RFP) seeking professional collection services. The RFP was emailed to 12 companies, sent out to 284 subscribers through the City’s e-notification system and posted to the City’s website. A total of eight (8) proposals were received by the deadline. Collection agencies generally charge their clients based on a percentage of the debt collected as summarized on the following table. The City was previously paying 20 percent for primary placements and 40 percent for secondary placements. A primary placement is an account that has never been placed with another collection agency or collection attorney. A secondary placement is an account that another collection agency or collection attorney has previously tried to collect. *The firm did not include the Statement of Non-Collusion by Contractor and was determined to be non-responsive. The proposals were reviewed and evaluated by Finance staff based on the following criteria: • Task Thoroughness and Understanding • Background/Experience • Staff Qualifications and Experience • Project Timeline • Cost Effectiveness Proposed Charge Firms Location Primary Secondary C B Merchant Services Stockton, CA 19% 19% Collection Bureau of America Hayward, CA 18.5% 35% NRA Group, LLC Harrisburg, PA 18% 35% Professional Credit Springfield, OR 23% 23% Rash Curtis & Associates* Vacaville, CA N/A N/A States Recovery Systems, Inc. Rancho Cordova, CA 19% 28% Valley Collections Service, LLC Glendale, AZ 15% 25% Verliance, Inc. Temecula, CA 20% < 1 year 30% > 1 year 40% Award of Contract for Collection Agency Services Page 3 of 4 – May 16, 2017 Following the evaluation process, Finance staff completed their evaluations which had a total possible 100 points. The results are as follows: Firms Scores C B Merchant Services 96 Valley Collections Service, LLC 91 NRA Group, LLC 89 Collection Bureau of America 73 States Recovery Systems, Inc. 72 Professional Credit 71 Verliance, Inc. 68 Staff recommends awarding the agreement to C B Merchant Services. They have provided a rate of 19 percent on debt collected for primary and secondary placements and there is no charge on amounts collected during the first fifteen (15) days after their initial notice is mailed. Furthermore, C B Merchant Services has advanced technology that allows staff to conveniently submit collection assignments via a secure internet site. Once City staff sets up an on-line account, we will be able to refer, manage, and audit the accounts at any time. Finance staff contacted references for C B Merchant Services and received positive feedback. C B Merchant Services serves as the collection agency for the cities of Claremont, Upland, Simi Valley, and San Marino. OPTIONS: The City Council has the following options: 1) Adopt staff’s recommendation; 2) Re-release a request for proposal; or 3) Provide alternative direction. FISCAL IMPACT: There will be an increase in the net amount collected by the City since the proposed collection rate is lower than the rate the City had been paying. The cost charged by C B Merchant Services will be passed through to the customer resulting in no cost to the City. 41R019* Award of Contract for Collection Agency Services Page 4 of 4— May 16, 2017 Prepared by: Reviewed and Approved by: Nicole Lugotoff Accounting Manager Christa Buhagiar . Finance Director ATTACHMENT: Attachment No. 1 — Professional Services Agreement CU Y OF WEST COVINA PROFESSIONAL SERVICES AGREEMENT WITH C B MERCHANT SERVICES FOR COLLECTION AGENCY SERVICES THIS AGREEMENT is made and entered into this 16'n day of May, 2017 "Effective Date") by and between the CITY OF WEST COVINA, a municipal corporation ( and C B Merchant Services, a California not for profit corporation ("Consultant"), WITNESSETH: A. WHEREAS, City proposes to utilize the services of Consultant as an independent contractor to City, as more fully described herein; and B. WHEREAS, Consultant represents that it has that degree of specialized expertise contemplated within California Government Code Section 37103, and holds all necessary licenses to practice and perform the services herein contemplated, except that if Consultant is required to but does not yet hold a City business license, it will promptly obtain a business license and will not provide services to the City until it has done so; and C. WHEREAS, City and Consultant desire to contract for the specific services described in Exhibit "A" and desire to set forth their rights, duties and liabilities in connection with the services to be performed; and D. WHEREAS, no official or employee of City has a financial interest, within the provisions of Sections 1090-1092 of the California Government Code, in the subject matter of this Agreement. E. WHEREAS, Consultant responded to the City's Request for Proposals dated March 27, 2017, incorporated via this reference as if fully set forth herein, and Consultant's response to the Request for Proposals was a material inducement to the City ultimately entering into this agreement. NOW. THEREFORE, for and in consideration of the mutual covenants and conditions contained herein, the parties hereby agree as follows: 1.0. SERVICES PROVIDED BY CONSULTANT 1.1. Scale of Services. Consultant shall provide the professional services described in the Scope of Services attached hereto as Exhibit "A," incorporated herein by this reference. 1.2. Professional Practices. All professional services to be provided by Consultant pursuant to this Agreement shall be provided by personnel experienced in their respective fields and in a manner consistent with the standards of care, diligence and skill ordinarily exercised by professional consultants in similar fields and circumstances in accordance with sound professional practices. Consultant a:so warrants that it is familiar with all laws that may affect its performance of this Agreement and shall advise City of any changes in any laws that may affect Consultant's performance of this Agreement Consultant shall keep itself informed of State and Federal laws and regulations which in any manner affect those employed by it or in any way affect the performance of its service pursuant to this Agreement. The Consultant shall at all 2016 times observe and comply with all such laws and regulations. City Officers and employees shall not be liable at law or in equity for any claims or damages occurring as a result of failure of the Consultant to comply with this section. 1.3. Performance to Satisfaction of City. Consultant agrees to perform all the work to the reasonable satisfaction of the City. Evaluations of the work will be conducted by the City Manager or his or her designee. If the quality of work is not satisfactory. City in its discretion has the right to: (a) Meet with Consultant to review the quality of the work and resolve the matters of concern; (b) Require Consultant to repeat the work at no additional f,?c until it is satisfactory; and/or Terminate the Agreement as hereinafter set forth, 1,4. Warranty. Consultant warrants that it shall perform the services required by this Agreement in compliance with all applicable Federal and California employment laws, including, but not limited to, those laws related to minimum hours and wages; occupational health and safety; fair employment and employment practices; workers' compensation; and all other Federal, State and local laws and ordinances applicable to the services required under this Agreement. 1.5. Non-discrimination. In performing this Agreement. Consultant shall not engage in, nor permit its agents to engage in. discrimination in employment of persons because of their race, religion, color, national origin, ancestry, age, physical or intellectual disability, medical condition, genetic information, pregnancy, marital status, sex, gender, gender identity, gender expression, or sexual orientation, except as permitted pursuant to Section 12940 of the Government Code. 1.6. Non-Exclusive Agreement. Consultant acknowledges that City may enter into agreements with other consultants for services similar to the services that are subject to this Agreement or may have its own employees perform services similar to those services contemplated by this Agreement. 1.7. Confidentiality. Employees of Consultant in the course of their duties may have access to financial, accounting, statistical, and personnel data of private individuals and employees of City. Consultant covenants that all data. documents, discussion, or other information developed or received by Consultant or provided for performance of this Agreement are deemed confidential and shall not be disclosed by Consultant without written authorization by City. City shall grant such authorization if disclosure is required by law. All City data shall be returned to City upon the termination of this Agreement. Consultant's covenant under this Section shall survive the termination of this Agreement. 1.8 Public Records Act Disclosure. Consultant has been advised and is aware that this Agreement and all reports, documents, information and data, including, but not limited to, computer tapes, discs or files furnished or prepared by Consultant. or any of its subcontractors, pursuant to this Agreement and provided to City may be subject to public disclosure as required by the California Public Records Act (California Government Code Section 6250 of seq.). Exceptions to public disclosure may be those documents or information that qualify as trade secrets, as that term is defined in the California Government Code Section 6254.7, and of which Consultant informs City of such trade secret. The City will endeavor to maintain as confidential all information obtained by it that is designated as a trade secret. The City shall not, in any way, be liable or responsible for the disclosure of any trade secret including, without limitation, those records so marked if disclosure is deemed to be required by law or by order of the Court. 2.0. COMPENSATION AND BILLING 2.1. Compensation. Consultant shah be paid in accordance with the fee schedule set forth in Exhibit "B," attached hereto and made a part of this Agreement (the "Fee Schedule"). 2.2. Additional Services. Consultant shall not receive compensation for any services provided outside the scope of services specified in the Consultant's Proposal unless the City, prior to Consultant performing the additional services, approves such additional services in writing. It is specifically understood that oral requests and/or approvals of such additional services or additional compensation shall be barred and are unenforceable. Should the City request in writing additional services that increase the hereinabove described "SCOPE OF SERVICES", an additional fee based upon the Consultant's standard hourly rates shall be paid to the Consultant for such additional services. Such increase in additional fees shall be limited to 25% of the total contract sum or to the maximum total contract amount of $25,000, whichever is greater. The Department Head or City Manager is authorized to approve a Change Order for such additional services. 2.3. Method of Billing. Consultant may submit invoices to the City for approval on a progress basis, but no more often than once a month. Said invoice shall be based on the total of all Consultant's services which have been completed to City's sole satisfaction. City shall pay Consultant's invoice within forty-five (45) days from the date City receives said invoice. Each invoice shall describe in detail the services performed, the date of performance, and the associated time for completion. Any additional services approved and performed pursuant to this Agreement shall be designated as "Additional Services" and shall identify the number of the authorized change order, where applicable, on all invoices. 2.4. Records and Audits. Records of Consultant's services relating to this Agreement shall be maintained in accordance with generally recognized accounting principles and shall be made available to City for inspection and/or audit at mutually convenient times for a period of three (3) years from the Effective Date. 3.0. TIME OF PERFORMANCE 3.1. Commencement and Completion of Work. The professional services to be performed pursuant to this Agreement shall commence within five (5) days from the Effective Date of this Agreement. Said services shall be performed in strict compliance with the Project Schedule approved by City as set forth in Exhibit "C." attached hereto and incorporated herein by this reference. The Project Schedule may be amended by mutual agreement of the parties. Failure to commence work in a timely manner andior diligently pursue work to completion may be grounds for termination of this Agreement. 3.2. Excusable Delays. Neither party shall be responsible for delays or lack of performance resulting from acts beyond the reasonable control of the party or parties. Such acts shall include. but not be limited to, acts of God, fire, strikes. material shortages, compliance with laws or regulations. riots, acts of war, or any other conditions beyond the reasonable control of a party. If a delay beyond the control of the Consultant is encountered, a time extension may be mutually agreed upon in writing by the City and the Consultant. The Consultant shall present documentation satisfactory to the City to substantiate any request for a time extension, 4,0. TERM AND TERMINATION 41. Term. This Agreement shall commence on the Effective Date and continue for a period of 36 months, ending on May 15, 2020, unless previously terminated as provided herein or as otherwise agreed to in writing by the parties. Thereafter, this AGREEMENT may be renewed for a maximum of successive successive one (1) year terms not to exceed two (2) years. Such renewal will be evidenced by a written Amendment upon written notice of City given to Consultant at any time prior to the expiration date of the AGREEMENT. 4.2. Notice of Termination. The City reserves and has the right and privilege of canceling, suspending or abandoning the execution of all or any part of the work contemplated by this Agreement, with or without cause, at any time, by providing at least fifteen (15) days prior written notice to Consultant. In the event of such termination. Consultant shall immediately stop rendering services under this Agreement unless directed otherwise by the City. If the City suspends, terminates or abandons a portion of this Agreement such suspension, termination or abandonment shall not make void or invalidate the remainder of this Agreement. If the Consultant defaults in the performance of any of the terms or conditions of this Agreement, it shall have ten (10) days after service upon it of written notice of such default in which to cure the default by rendering a satisfactory performance. In the event that the Consultant fails to cure its default within such period of time, the City shall have the right, notwithstanding any other provision of this Agreement, to terminate this Agreement without further notice and without prejudice to any other remedy to which it may be entitled to at law, in equity, or under this Agreement. The City also shall have the right, notwithstanding any other provisions of this Agreement, to terminate this Agreement : at its option and without prejudice to any other remedy to which it may be entitled to at law, in equity, or under this Agreement, immediately upon service of written notice of termination on the Consultant, if the latter should: Be adjudged a bankrupt; b. Become insolvent or have a receiver of its assets or property appointed because of insolvency: c. Make a general assignment for the benefit of creditors; d. Default in the performance of any obligation or payment of any indebtedness under this Agreement: e. Suffer any judgment against it to remain unsatisfied or unbonded of record for thirty (30) days or longer; or Institute or suffer to be instituted any procedures for reorganization or rearrangement of its affairs. 4.3, Compensation. In the event of termination, City shall pay Consultant for reasonable costs incurred and professional services satisfactorily performed up to and including the effective date of the City's written notice of termination. within forty-five (45) days after the effective date of the notice of termination or the final invoice of the Consultant, whichever occurs last. Compensation for work in progress shall be prorated based on the percentage of work completed as of the effective date of termination in accordance with the fees set forth herein. 4 4.4. Documents. In the event of termination of this Agreement, all documents prepared by Consultant in its performance of this Agreement including, but not limited to, finished or unfinished design, development and construction documents, data studies, drawings, maps and reports, shall be delivered to the City within ten (10) days of the effective date of the notice of termination, at no cost to City. 5.0. INSURANCE Contractor shall procure and maintain for the duration of the contract insurance against claims for injuries to persons or damages to property which may arise from or in connection with the performance of the work hereunder and the results of that work by the Contractor, his agents, representatives, employees or subcontractors. 5.1 Minimum Scope and Limits of Insurance. Coverage shall be at least as broad as: (a) Commercial General Liability (CGL): Insurance Services Office Form CG 00 01 covering CGL on an "occurrence" basis, including products and completed operations, property damage, bodily injury and personal & advertising injury with limits no less than $1,000,000 per occurrence. If a general aggregate limit applies, either the general aggregate limit shall apply separately to this project/location (ISO CG 25 03 or 25 04) or the general aggregate limit shall be twice the required occurrence limit, (b) Automobile Liability: ISO Form Number CA 00 01 covering any auto (Code 1), or if Contractor has no owned autos, hired, (Code 8) and non- owned autos (Code 9), with limit no less than $1,000,000 per accident for bodily injury and property damage. (c) Workers' Compensation: as required by the State of California, with Statutory Limits, and Employer's Liability Insurance with limit of no less than $1,000,000 per accident for bodily injury or disease. (d) Professional Liability (Errors and Omissions) Insurance appropriates to the Consultant's profession, with limit no less than $1,000,000 per occurrence or claim. $2.000,000 aggregate. If the Contractor maintains broader coverage and/or higher limits than the minimums shown above, the City requires and shall be entitled to the broader coverage and/or the higher limits maintained by the contractor. Any available insurance proceeds in excess of the specified minimum limits of insurance and coverage shall be available to the City. 5.2. Other Insurance Provisions. The insurance policies are to contain, or be endorsed to contain, the following provisions: (a) Additional Insured Status: The City, its officers, officials, employees, and volunteers are to be covered as additional insureds on the CGL policy with respect to liability arising out of work or operations performed by or on behalf of the Contractor including materials, parts, or equipment furnished in connection with such work or operations. General liability coverage can be provided in the form of an endorsement to the Contractor's insurance (at least as broad as ISO Form CG 20 10 11 85 or if not available, through the addition of both CG 20 10, CG 20 26, CG 20 33, or CG 20 38; and CG 20 37 if a later edition is used). (b) Primary Coverage: For any claims related to this contract. the Contractor's insurance coverage shall be primary coverage at least as broad as ISO CG 20 01 04 13 as respects the City. its officers. officials, employees, and volunteers. Any insurance or self-insurance maintained by the City, its officers, officials. employees, or volunteers shall be excess of the Contractor's insurance and shall not contribute with it. (c) Notice of Cancellation: Each insurance policy required above shall provide that coverage shall not be canceled, except with notice to the City. (d) Waiver of Subrogation: Contractor hereby grants to City a waiver of any right to subrogation which any insurer of said Contractor may acquire against the City by virtue of the payment of any loss under such insurance. Contractor agrees to obtain any endorsement that may be necessary to affect this waiver of subrogation. but this provision applies regardless of whether or not the City has received a waiver of subrogation endorsement from the insurer. (e) Self-Insured Retentions: Self-insured retentions must be declared to and approved by the City. The City may require the Contractor to purchase coverage with a lower retention or provide proof of ability to pay losses and related investigations, claim administration, and defense expenses within the retention. The policy language shall provide, or be endorsed to provide, that the self-insured retention may be satisfied by either the named insured or City. (0 Acceptability of Insurers: Insurance is to be placed with insurers with a current A.M. Best's rating of no less than A:VI!, unless otherwise acceptable to the City. (g) Verification of Coverage: Contractor shall furnish the City with original certificates and amendatory endorsements or copies of the applicable policy language effecting coverage required by this clause. All certificates and endorsements are to be received and approved by the City before work commences. However : failure to obtain the required documents prior to the work beginning shall not waive the Contractor's obligation to provide them. The City reserves the right to require complete, certified copies of all required insurance policies, including endorsements required by these specifications, at any time. (h) Subcontractors: Consultant shall require and verify that all subcontractors maintain insurance meeting all the requirements stated herein, and Contractor shall ensure that City is an additional insured on insurance required from subcontractors. 5.3. Deductible or Self Insured Retention. If any of such policies provide for a deductible or self-insured retention to provide such coverage, the amount of such deductible or self-insured retention shall be approved in advance by City. 5.4. Certificates of Insurance. Consultant shall provide to City certificates of insurance showing the insurance coverages and required endorsements described above, in a form and content approved by City, prior to performing any services under this Agreement. 5.5. Non-limiting. Nothing in this Section shall be construed as limiting in any way the indemnification provision contained in this Agreement. 6.0. GENERAL PROVISIONS 6.1. Entire Agreement. This Agreement constitutes the entire agreement between the parties with respect to any matter referenced herein and supersedes any and all other prior writings and oral negotiations. This Agreement may be modified only in writing, and signed by the parties in interest at the time of such modification. 6.2. Representatives. The City Manager or his or her designee shall be the representative of City for purposes of this Agreement and may issue all consents, approvals, directives and agreements on behalf of the City, called for by this Agreement, except as otherwise expressly provided in this Agreement. Consultant shall designate a representative for purposes of this Agreement who shall be authorized to issue all consents, approvals, directives and agreements on behalf of Consultant called for by this Agreement, except as otherwise expressly provided in this Agreement. 6.3. Key Personnel. It is the intent of both parties to this Agreement that Consultant shall make available the professional services of Ana Molina, Collection & Compliance Manager, who shall coordinate directly with City. Any substitution of key personnel must be approved in advance by City's Representative and the Agreement shall be amended to reflect the changes 6.4. Notices. Any notices, documents, correspondence or other communications concerning this Agreement or the work hereunder may be provided by personal delivery, facsimile, Email or by U.S. mail. If by U.S. mail, it shall be addressed as set forth below and placed in a sealed envelope, postage prepaid, and deposited in the United States Postal Service. Such communication shall be deemed served or delivered: a) at the time of delivery if such communication is sent by personal delivery; b) at the time of transmission if such communication is sent by facsimile or by Email; and c) 72 hours after deposit in the U.S. Mail as reflected by the official U.S. postmark if such communication is sent through regular United States mail. IF TO CONSULTANT: C B Merchant Services 217 N. San Joaquin St. Stockton, CA 95201 Tel: (209) 944-9001 Fax: (209) 944-0795 Email: Iguinnecbmerchantservices.com Attn: Linda Guinn, GEO./President IF TO CITY: City of West Covina 1444 West Garvey Ave. South West Covina, CA 91790 Tel: (626) 939-8449 Fax: (626) 939-9664 Email: nicole lugotoffrd)westcovina.org Attn: Nicole Lugotoff. Accounting Manager 7 6.5. Attorneys Fees. If litigation is brought by any party in connection with this Agreement against another party, the prevailing party shall be entitled to recover from the opposing party all costs and expenses, including reasonable attorneys' fees, incurred by the prevailing party in the exercise of any of its rights or remedies hereunder or the enforcement of any of the terms. conditions, or provisions hereof. 6.6. Governing Law. This Agreement shall be governed by and construed under the laws of the State of California without giving effect to that body of laws pertaining to conflict of laws. In the event of any legal action to enforce or interpret this Agreement, the parties hereto agree that the sole and exclusive venue shall be a court of competent jurisdiction located in Los Angeles County. California. 6.7. Assignment. Consultant shall not voluntarily or by operation of law assign, transfer, sublet or encumber all or any part of Consultant's interest in this Agreement without City's prior written consent. Any attempted assignment, transfer, subletting or encumbrance shall be void and shall constitute a breach of this Agreement and cause for termination of this Agreement. Regardless of City's consent, no subletting or assignment shall release Consultant of Consultant's obligation to perform all other obligations to be performed by Consultant hereunder for the term of this Agreement 6.8. Indemnification and Hold Harmless. Consultant agrees to defend, indemnify, hold free and harmless the City, its elected and appointed officials, officers, agents and employees, at Consultant's sole expense, from and against any and all claims, demands, actions, suits or other legal proceedings brought against the City, its elected and appointed officials, officers, agents and employees arising out of the performance of the Consultant, its employees, and/or authorized subcontractors, of the work undertaken pursuant to this Agreement. The defense obligation provided for hereunder shall apply without any advance showing of negligence or wrongdoing by the Consultant, its employees, and/or authorized subcontractors, but shall be required whenever any claim, action, complaint, or suit asserts as its basis the negligence, errors, omissions or misconduct of the Consultant, its employees, and/or authorized subcontractors, and/or whenever any claim, action. complaint or suit asserts liability against the City, its elected and appointed officials, officers, agents and employees based upon the work performed by the Consultant, its employees, and/or authorized subcontractors under this Agreement, whether or not the Consultant, its employees, and/or authorized subcontractors are specifically named or otherwise asserted to be liable. Notwithstanding the foregoing, the Consultant shall not be liable for the defense or indemnification of the City for claims, actions, complaints or suits arising out of the sole active negligence or willful misconduct of the City. This provision shall supersede and replace all other indemnity provisions contained either in the City's specifications or Consultant's Proposal, which shall be of no force and effect. City shall indemnify, defend, and hold Consultant harmless from and against any and all liability, demands, claims, losses, damages, recoveries, settlements, and expenses (including without limitation reasonable attorneys fees) arising from or in connection with City providing Consultant incorrect information in connection with Consultant providing debt collection services for the City and that Consultant may incur or suffer that arise, result from or relate to any breach of or a failure by the City to perform, any of their representations, warranties, andior covenants, in this Agreement. 6.9. Independent Contractor. Consultant is and shall be acting at all times as an independent contractor and not as an employee of City. Consultant shall have no power to incur any debt, obligation, or liability on behalf of City or otherwise act on behalf of City as an agent. Neither City nor any of its agents shall have control over the conduct of Consultant or any of Consultant's employees, except as set forth in this Agreement. Consultant shall not, at any time, or in any manner, represent that it or any of its or employees are in any manner agents or employees of City. Consultant shall secure. at its sole expense, and be responsible for any and all payment of Income Tax, Social Security, State Disability Insurance Compensation, Unemployment Compensation, and other payroll deductions for Consultant and its officers, agents, and employees, and all business licenses, if any are required, in connection with the services to be performed hereunder. Consultant shall indemnify and hold City harmless from any and all taxes, assessments, penalties, and interest asserted against City by reason of the independent contractor relationship created by this Agreement. Consultant further agrees to indemnify and hold City harmless from any failure of Consultant to comply with the applicable worker's compensation laws. City shall have the right to offset against the amount of any fees due to Consultant under this Agreement any amount due to City from Consultant as a result of Consultant's failure to promptly pay to City any reimbursement or indemnification arising under this paragraph. 6.10. PERS Eligibility Indemnification. In the event that Consultant or any employee, agent, or subcontractor of Consultant providing services under this Agreement claims or is determined by a court of competent jurisdiction or the California Public Employees Retirement System (PERS) to be eligible for enrollment in PERS as an employee of the City. Consultant shall indemnify, defend, and hold harmless City for the payment of any employee and/or employer contributions for PERS benefits on behalf of Consultant or its employees, agents, or subcontractors, as well as for the payment of any penalties and interest on such contributions, which would otherwise be the responsibility of City Notwithstanding any other agency, state or federal policy, rule. regulation, law or ordinance to the contrary, Consultant and any of its employees, agents, and subcontractors providing service under this Agreement shall not qualify for or become entitled to, and hereby agree to waive any claims to, any compensation, benefit, or any incident of employment by City, including but not limited to eligibility to enroll in PERS as an employee of City and entitlement to any contribution to be paid by City for employer contribution and/or employee contributions for PERS benefits 6.11. Cooperation. In the event any claim or action is brought against City relating to Consultant's performance or services rendered under this Agreement, Consultant shall render any reasonable assistance and cooperation which City might require. 6.12. Ownership of Documents. All findings, reports, documents. information and data including, but not limited to, computer tapes or discs. files and tapes furnished or prepared by Consultant or any of its subcontractors in the course of performance of this Agreement. shall be and remain the sole property of City. Consultant agrees that any such documents or information shall not be made available to any individual or organization without the prior consent of City. Any use of such documents for other projects not contemplated by this Agreement, and any use of incomplete documents, shall be at the sole risk of City and without liability or legal exposure to Consultant. City shall indemnify and hold harmless Consultant from all claims, damages, losses, and expenses, including attorneys' fees, arising out of or resulting from City's use of such documents for other projects not contemplated by this Agreement or use of incomplete documents furnished by Consultant. Consultant shall deliver to City any findings. reports, documents, information, data, in any form. including but not limited to, computer tapes, discs, files audio tapes or any other Project related items as requested by City or its authorized representative, at no additional cost to the City. Consultant or Consultant's agents shall execute such documents as may be necessary from time to time to confirm City's ownership of the copyright in such documents. 9 6.13. Electronic Safeguards. Contractor shall identify reasonably foreseeable internal and external risks to the privacy and security of personal information that could result in the unauthorized disclosure, misuse, alteration, destruction or other compromise of the information. Contractor shall regularly assess the sufficiency of any safeguards and information security awareness training in place to control reasonably foreseeable internal and external risks, and evaluate and adjust those safeguards in light of the assessment. 6.14. Conflict of Interest. Consultant and its officers, employees, associates and subconsultants, if any, will comply with all conflict of interest statutes of the State of California applicable to Consultant's services under this agreement. including, but not limited to, the Political Reform Act of 1974 (Government Code Section 81000, et seq.) and Government Code Sections 1090-1092. Consultant covenants that none of Consultant's officers or principals have any interest in, or shall acquire any interest, directly or indirectly, which will conflict in any manner or degree with the performance of the services hereunder, including in any manner in violation of the Political Reform Act. Consultant further covenants that in the performance of this Agreement, no person having such interest shall be used by Consultant as an officer, employee, agent, or subconsultant. Consultant further covenants that Consultant has not contracted with nor is performing any services, directly or indirectly, with any developer(s) and/or property owner(s) and/or firm(s) and/or partnership(s) owning property in the City and further covenants and agrees that Consultant and/or its subconsultants shall provide no service or enter into any agreement or agreements with a/any developer(s) and/or properly owner(s) and/or firm(s) and/or partnership(s) owning property in the City prior to the completion of the work under this Agreement. 6.15. Prohibited Employment, Consultant will not employ any regular employee of City while this Agreement is in effect. 6.16. Order of Precedence. In the event of an inconsistency in this Agreement and any of the attached Exhibits, the terms set forth in this Agreement shall prevail. If. and to the extent this Agreement incorporates by reference any provision of any document, such provision shall be deemed a part of this Agreement. Nevertheless, if there is any conflict among the terms and conditions of this Agreement and those of any such provision or provisions so incorporated by reference, this Agreement shall govern over the document referenced. 6.17. Costs. Each party shall bear its own costs and fees incurred in the preparation and negotiation of this Agreement and in the performance of its obligations hereunder except as expressly provided herein. 6.18. No Third Party_Beneficiary_Rights. This Agreement is entered into for the sole benefit of City and Consultant and no other parties are intended to be direct or incidental beneficiaries of this Agreement and no third party shall have any right in, under or to this Agreement. 6.19. Headings. Paragraphs and subparagraph headings contained in this Agreement are included solely for convenience and are not intended to modify. explain or to be a full or accurate description of the content thereof and shall not in any way affect the meaning or interpretation of this Agreement. 620. Amendments. Only a writing executed by the parties hereto or their respective successors and assigns may amend this Agreement. 6.21. Waiver. The delay or failure of either party at any time to require performance or 10 compliance by the other of any of its obligations or agreements shall in no way be deemed a waiver of those rights to require such performance or compliance. No waiver of any provision of this Agreement shall be effective unless in writing and signed by a duly authorized representative of the party against whom enforcement of a waiver is sought. The waiver of any right or remedy in respect to any occurrence or event shall not be deemed a waiver of any right or remedy in respect to any other occurrence or event, nor shall any waiver constitute a continuing waiver. 6.22. Severabilitv. If any provision of this Agreement is determined by a court of competent jurisdiction to be unenforceable in any circumstance, such determination shall not affect the validity or enforceability of the remaining terms and provisions hereof or of the offending provision in any other circumstance. Notwithstanding the foregoing. if the value of this Agreement. based upon the substantial benefit of the bargain for any party, is materially impaired. which determination made by the presiding court or arbitrator of competent jurisdiction shall be binding, then both parties agree to substitute such provision(s) through good faith negotiations. 6.23. Counterparts and Electronic Signatures. This Agreement may be executed in one or more counterparts, each of which shall be deemed an original All counterparts shall be construed together and shall constitute one agreement. Counterpart written signatures may be transmitted by facsimile, email or other electronic means and have the same legal effect as if they were original signatures. 6.24. Corporate Authority.. The persons executing this Agreement on behalf of the parties hereto warrant that they are duly authorized to execute this Agreement on behalf of said parties and that by doing so the parties hereto are formally bound to the provisions of this Agreement, 6.25 Taxpayer Identification Number. Consultant shall provide City with a complete Request for Taxpayer Identification Number and Certification, Form W9, as issued by the Internal Revenue Service. 11 IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed by and through their respective authorized officers, as of the date first above written. CITY OF WEST COVINA, A municipal corporation Chris Freeland City Manager CONSULTANT Signature Linda A Guinn CEO/President Signature Ana Molina, Assistant Secretary ATTEST: Assistant City Clerk of the City of West Covina APPROVED AS TO FORM: Kimberly Hall Barlow, City Attorney APPROVED AS TO INSURANCE: Risk Management Date: Date: Date: Date: Date: 12 EXHIBIT A SCOPE OF SERVICES The City will assign cases for collection to the Consultant on an as-needed basis after the City has, for some time, attempted to collect the delinquent monies. For such cases. the City will then cease its efforts to collect the delinquent payments and will assign the case to the Consultant. The Consultant shall be responsible for the following: 1. Conduct all activities in an ethical manner and in compliance with all applicable Federal. State and local laws, codes and regulations. 2. Address only those accounts which the City assigns. When directed by the City, cease work on and return to the City all documentation pertaining to any account that may have been previously assigned. 4. Ensure funds collected on the City's behalf are placed in a secured account. Funds collected shall be deposited in a timely manner. Payments remitted to the City shall be completed in a timely manner, and include a report ledger showing the amount paid, at least once per month. 5. Pertaining to each account, deliver to the City at least once per month a report detailing the current status of the account, including a brief recap of the successful Consultant's efforts to collect the funds. 6. Not initiate any legal action pertaining to any account without the prior written permission of the City. 7. No compromise settlement shall be accepted by the Consultant without the City's written consent. 8. Ensure all records pertaining to any current or past accounts assigned are available for audit by the City or its authorized representative at anytime. 9. Provide electronic access to the unpaid accounts. 10. Guarantee the confidentiality, security, and safety of all files, documents, computer files, etc. 11. Responsible for maintaining accurate records of all correspondence, documents, accounting records, transactions and other relative evidence. These records shall remain on file for a period of at least seven (7) years. All records shall be made available to the City for review upon request 12. No work shall be subcontracted without the prior written consent of the City. 13 13. Conduct skip tracing on delinquent accounts. Skips and mail returns require special handling and are immediately referred to the Consultant's comprehensive skip tracing team prior to commencing with collection efforts. 14. Submit status reports on a monthly basis and an annual report (c^, a fiscal year) through June 30, reflecting the activity for the previous fiscal year. These reports shall include data for each account detailing the value of the current debt, money received, charges waived, interest charged, balance due and date of last payment. A financial summary will also be required showing "period to date" and year to date" totals for pertinent information such as receipts, net accounts receivable, total accounts receivable, and collection percentage. In addition, an aging report should be available in summary and in detail. 15. Make a minimum of two written or telephone contacts for each account (unless the account clears sooner) within sixty (60) days of receipt of account. 16. Accept automated or manual transfer of delinquent payment information from the City or other vendor's database. It is expected the agency will work. at no additional cost, with the City and its software to ensure accurate and timely transmission of data. Collection Letter Service is an initial demand letter mailed to the address the City provides and is scrubbed and NCOA screened to ensure deliverability of the notice. This initial notice identifies the amount due to the City and appeals to the consumer to identify disputes, if any, and requests payment in full. The Consultant's toll free number is provided to ensure ease of contact and open communication to discuss payment arrangements. There is no charge on amounts collected during the first fifteen days. The Consultant covers the entire collection process from initial contact to final resolution. Once assigned for collections (or following the letter service period), their first contact consists of both telephone and/or letter communication requesting payment in full and providing all the necessary disclosures, as required by law. In addition to mailing collection notices on each account assigned, predictive dialing technology ensures "live contacts" are being made on your accounts. By utilizing a combination of TCPA Compliant predictive dialing, manual dialing and/or messaging campaigns, the Consultant increases the likelihood of contacting the responsible party to arrange for payment in full on your accounts. The Consultant recognizes that many households are two income wage earners, consequently, we have extended business hours: we are available all five (5) evenings per week till 7:00 p.m. including Saturday 8:00 a.m. to noon. The Consultant's seventeen (17) collection specialists are courteous and tactful, but firm enough to get the job done. Each account is evaluated individually based upon many factors; amount referred, age of account, consumers financial situation and financial resources. The Consultant is sensitive to customer concerns and in all cases where an error appears to have been made. they will investigate to ensure that the collection action is correct and proper. The Consultant is open to discussing payment arrangements with the consumer provided the payment amount is reasonable and the financial situation has been verified. In addition to extended business hours (evening shifts) and a bilingual staff, the Consultant provides a number of instant pay-by-phone and web-based payment options which greatly improves their success in collecting your accounts. 14 Unreasonable payment amounts or refusals to pay a valid claim on amounts over S2.000 will be evaluated for legal action. With the City's permission, the Consultant will go the full extent of the law to collect the City's account. With the City's authorization, the Consultant will advance all court costs and attorney fees necessary to obtain a judgment. when warranted. The City will save the out of pocket legal costs, as well as the hassle of small claims court. Once judgment is obtained the Consultant will promptly lien the attachable assets. 15 EXHIBIT B FEE SCHEDULE A. Letter Service — No fee letter service on amounts collected during the first fifteen (15 days after initial notice is mailed B. Regular Collection — 19% of amounts collected; no collection, no charge C. Court Action, if required — 19% of amounts collected; no additional costs to the City D. Transfer of account to an Out of Area Agency for Collection — 19% of amounts collected E. Any other costs involved in the collection process — None ASSESSMENT OF COLLECTION FEE When Consultant is assigned an account for collection, Consultant shall be tasked with the collection of the balance owing on the delinquent account, late fee and the Collection Fee ("City Fee"). The City Fee is a fee imposed by the City on those who have allowed their accounts to become delinquent and the City turned it over for collection. The City Fee is equal to the cost to the City for the collection of the delinquent account. For example, if the amount collected on a delinquent account assigned to Consultant is $100.00 Consultant will be tasked to collect $119.00 which is the amount collected plus the City Fee (based on 19% of $100.00, which is equal to the Consultant's charge for the collection service). The Consultant will retain $19.00 as its fee and tender $100.00 to the City.' For purposes of determining the "amounts collected" in the Fee Schedule, the City's Collection Fee, shall not be included in that amount, only the assigned account balance. 16 EXHIBIT C PROJECT SCHEDULE The following Project Management Plan, Transition, Phase One and Phase Two of the Implementation may be expedited. Subject to successful testing, the client implementation may completed within five to seven working days dependent upon staff availability of the City of West Covina. Project Management Plan Prior to the first referral of your accounts, C B Merchant Services (CBMS) will conduct a project management review and start-up session with your department in order to establish the following: • A review of your service requirements and work standards, including reporting and all related information, for compliance • Review communication procedures and personnel • Review quality control measures and procedures • Review collection goals • Confirm account placement volume, procedures, and time frames Transition Phase Quality Control During the transition phase, CBMS runs a series of internal quality control checks to ensure a smooth transition for each client. Quality control occurs in two phases: (1) internal processes and contractual requirements and (2) process testing and acceptance. Phase One: Internal Processes and Contractual Requirements CBMS runs a series of test accounts through our system based on each new client's requirements, prior to the first placement of that client's accounts. This provides assurance that all systems, from computers to the mailroom, are functioning properly. Quality control checkpoints will include: • Confirm all electronic data transmission protocols and interface requirements • Submission and review of media • Review reporting layouts and schedules • Review all payment procedures CBMS reviews all collection procedures with respect to contractual requirements during Phase One Any aspect of CBMS proposed Business Plan that is not in strict compliance is modified. New client quality control checkpoints include the following: • Review arid customization of all dunning and administrative notices • Review all litigation preparation requirements and procedures • Review all collection procedures and time frames • Review performance goals • Review and customization of reports including content frequencies, and formats • Review payment procedures • Confirm client-specific training content • Review quality control program interface 17 Phase Two: Process Testing and Acceptance Upon approval of all of the above, CBMS will initiate all programming and procedural changes and commence training updates. Each collector will be required to pass a written exam on any specific requirements and procedures prior to assignment of City of West Covina. We believe that the most important aspect of quality control is preparation. A series of three test contracts are run through our system based on your requirements, prior to the first placement of your accounts. This process validates the proper customization and operation of all systems and processes prior to receiving the first placement file. 18 AGENDA STAFF REPORT City of West Covina | Office of the City Manager DATE: May 16, 2017 TO: Mayor and City Council FROM: Chris Freeland City Manager SUBJECT: AWARD OF CONTRACT FOR BOND AND DISCLOSURE COUNSEL SERVICES RECOMMENDATION: It is recommended that the City Council authorize the City Manager to enter into three-year agreements with two one-year renewal options with Norton Rose Fulbright US LLP; Stradling Yocca Carlson & Rauth; and Jones Hall; subject to City Attorney approval, to provide as needed bond and disclosure counsel services. BACKGROUND: On March 20, 2007, the City Council/Community Development Commission (CDC) of the City of West Covina pre-approved a list of legal firms to serve the City/CDC as Bond Counsel and Disclosure Counsel. On October 21, 2010, the City issued a Request for Qualifications (RFQ) for Bond Counsel services. Out of the six (6) proposals received, Fulbright & Jaworski was the most cost effective and most experienced because they had previously performed quality work for the City of West Covina on prior outstanding bond issues. As a result, Fulbright & Jaworski were awarded the Bond Counsel services contract. DISCUSSION: A new RFQ seeking firms or individuals interested in providing Bond Counsel services was prepared and sent out on January 23, 2017. The RFQ was emailed to seven (7) firms, sent out to AGENDA ITEM NO. 5 Award of Bid – Bond and Disclosure Counsel Services Page 2 of 4 – May 16, 2017 271 subscribers through the City’s e-notification system and posted to the City’s website. The main objectives in selecting qualified consultants included the following: • To give routine legal advice and opinions; • To examine and draft pertinent legal documents; • To attend meetings as requested; • To be available as needed for consultation with staff; and • To handle all requested legal work pertaining to bonding/public financing in the interest of the City. Eight submittals were received from the following firms: Firms Location Best Best & Krieger Riverside, CA Devaney Pate Morris & Cameron San Diego, CA Hawkins Delafield & Wood Los Angeles, CA Jones Hall San Francisco, CA Norton Rose Fulbright Los Angeles, CA Richards Watson Gershon Los Angeles, CA Schiff Hardin San Francisco, CA Stradling Yocca Carlson & Rauth Newport Beach, CA The proposals were reviewed and evaluated by the Finance Director and City Manager based on the following criteria: • Experience and reputation in the field; • Knowledge of the City and the subject matter to be addressed under the contract; • Availability to accommodate any required meetings of the City; • Designated professional and support staff and location of firm's offices; • References in general; • Compensation proposal; and • Other factors if demonstrated to be in the best interest of the City. Award of Bid – Bond and Disclosure Counsel Services Page 3 of 4 – May 16, 2017 Following the evaluation process, City staff completed their evaluations which had a total possible 100 points. The results are as follows: Firms Average Score Jones Hall 92 Norton Rose Fulbright 91 Hawkins Delafield & Wood 90.5 Stradling Yocca Carlson & Rauth 90.5 Schiff Hardin 86.5 Richards Watson Gershon 84 Best Best & Krieger 81.5 Devaney Pate Morris & Cameron 72 On April 17, 2017, City staff invited the top four respondents to participate in an interview process conducted by the City Manager, City Attorney and Finance Director. Following the initial interview process, staff contacted references for the selected firms and received positive feedback. Based on their presentation, suggested approach, background, experience, and pricing, City staff is recommending that Jones Hall; Norton Rose Fulbright; and Stradling Yocca Carlson & Rauth be kept on retainer for as needed bond and disclosure counsel service. The selection of three firms is recommended rather than only one due to the specific expertise that each firm provides. This recommendation is based on the following: Jones Hall has worked with numerous Enhanced Infrastructure Finance Districts (EIFD) and the City plans to look into forming at least one in the future; Norton Rose Fulbright has served as bond counsel on many of the City’s bonds and is familiar with BKK, the golf course project bonds and the Big League Dreams project bonds; Stradling Yocca Carlson & Rauth was bond counsel on the Successor Agency refinancing, has become familiar with the Community Facilitates District (CFD) bonds and has extensive experience working with the Department of Finance on former Redevelopment Agency (RDA) issues. OPTIONS: The City Council has the following options available: 1. Approve staff’s recommendation;2. Reject all proposals and send out a new RFP;3. Select only one firm to provide bond and disclosure counsel services; or 4. Provide alternative direction. Award of Bid — Bond and Disclosure Counsel Services Page 4 of 4 May 16, 2017 FISCAL IMPACT: There is no immediate fiscal impact with this item. Bond and disclosure counsel services are typically included with the closing cost of a bond issue or budgeted for with regards to anticipated letter of credit or direct purchase renewals. Prepared by: ATTACHMENTS: Attachment No. 1 — Norton Rose Fulbright Professional Services Agreement Attachment No. 2 — Stradling Yocca Carlson & Rauth Professional Services Agreement Attachment No. 3 — Jones Hall Professional Services Agreement . Form updated September 2016 CITY OF WEST COVINA PROFESSIONAL SERVICES AGREEMENT WITH NORTON ROSE FULBRIGHT US LLP FOR BOND & DISCLOSURE COUNSEL SERVICES THIS AGREEMENT is made and entered into this 16th day of May, 2017 (“Effective Date”), by and between the CITY OF WEST COVINA, a municipal corporation (“City”), and Norton Rose Fulbright US LLP, a Texas limited liability partnership (“Consultant”). W I T N E S S E T H : A.WHEREAS, City proposes to utilize the services of Consultant as an independentcontractor to City, as more fully described herein; and B.WHEREAS, Consultant represents that it has that degree of specializedexpertise contemplated within California Government Code Section 37103, and holds all necessary licenses to practice and perform the services herein contemplated, except that if Consultant is required to but does not yet hold a City business license, it will promptly obtain a business license and will not provide services to the City until it has done so; and C.WHEREAS, City and Consultant desire to contract for the specific servicesdescribed in Exhibit “A” and desire to set forth their rights, duties and liabilities in connection with the services to be performed; and D.WHEREAS, no official or employee of City has a financial interest, within the provisions of Sections 1090-1092 of the California Government Code, in the subject matter of this Agreement. E.WHEREAS, Consultant responded to the City’s Request for Proposals datedJanuary 23, 2017, incorporated via this reference as if fully set forth herein, and Consultant’s response to the Request for Proposals was a material inducement to the City ultimately entering into this agreement. NOW, THEREFORE, for and in consideration of the mutual covenants and conditions contained herein, the parties hereby agree as follows: 1.0. SERVICES PROVIDED BY CONSULTANT 1.1. Scope of Services. Consultant shall provide the professional services described in the Scope of Services attached hereto as Exhibit “A,” incorporated herein by this reference. 1.2. Professional Practices. All professional services to be provided by Consultant pursuant to this Agreement shall be provided by personnel experienced in their respective fields and in a manner consistent with the standards of care, diligence and skill ordinarily exercised by professional consultants in similar fields and circumstances in accordance with sound professional practices. Consultant also warrants that it is familiar with all laws that may affect its performance of this Agreement and shall advise City of any changes in any laws that may affect Consultant’s performance of this Agreement. Consultant shall keep itself informed of State and Federal laws and regulations which in any manner affect those employed by it or in any way affect the performance of its service pursuant to this Agreement. The Consultant shall at all Attachment No. 1 . Norton Rose Fulbright 2 times observe and comply with all such laws and regulations. City Officers and employees shall not be liable at law or in equity for any claims or damages occurring as a result of failure of the Consultant to comply with this section. 1.3. Performance to Satisfaction of City. Consultant agrees to perform all the work to the reasonable satisfaction of the City. Evaluations of the work will be conducted by the City Manager or his or her designee. If the quality of work is not satisfactory, City in its discretion has the right to: (a)Meet with Consultant to review the quality of the work and resolve thematters of concern; (b)Require Consultant to repeat the work at no additional fee until it is satisfactory; and/or (c)Terminate the Agreement as hereinafter set forth. 1.4. Warranty. Consultant warrants that it shall perform the services required by this Agreement in compliance with all applicable Federal and California employment laws, including, but not limited to, those laws related to minimum hours and wages; occupational health and safety; fair employment and employment practices; workers’ compensation; and all other Federal, State and local laws and ordinances applicable to the services required under this Agreement. 1.5. Non-discrimination. In performing this Agreement, Consultant shall not engage in, nor permit its agents to engage in, discrimination in employment of persons because of their race, religion, color, national origin, ancestry, age, physical or intellectual disability, medical condition, genetic information, pregnancy, marital status, sex, gender, gender identity, gender expression, or sexual orientation, except as permitted pursuant to Section 12940 of the Government Code. 1.6. Non-Exclusive Agreement. Consultant acknowledges that City may enter into agreements with other consultants for services similar to the services that are subject to this Agreement or may have its own employees perform services similar to those services contemplated by this Agreement. 1.7. Confidentiality. Employees of Consultant in the course of their duties may have access to financial, accounting, statistical, and personnel data of private individuals and employees of City. Consultant covenants that all data, documents, discussion, or other information developed or received by Consultant or provided for performance of this Agreement are deemed confidential and shall not be disclosed by Consultant without written authorization by City. City shall grant such authorization if disclosure is required by law. All City data shall be returned to City upon the termination of this Agreement. Consultant's covenant under this Section shall survive the termination of this Agreement. 1.8 Public Records Act Disclosure. Consultant has been advised and is aware that this Agreement and all reports, documents, information and data, including, but not limited to, computer tapes, discs or files furnished or prepared by Consultant, or any of its subcontractors, pursuant to this Agreement and provided to City may be subject to public disclosure as required by the California Public Records Act (California Government Code Section 6250 et seq.). Exceptions to public disclosure may be those documents or information that qualify as trade secrets, as that term is defined in the California Government Code Section 6254.7, and of which Consultant informs City of such trade secret. The City will endeavor to maintain as confidential . Norton Rose Fulbright 3 all information obtained by it that is designated as a trade secret. The City shall not, in any way, be liable or responsible for the disclosure of any trade secret including, without limitation, those records so marked if disclosure is deemed to be required by law or by order of the Court. 2.0. COMPENSATION AND BILLING 2.1. Compensation. Consultant shall be paid in accordance with the fee schedule set forth in Exhibit “B,” attached hereto and made a part of this Agreement (the “Fee Schedule”). The City and Consultant shall agree on the maximum compensation to be paid to consultant with respect to each assignment under this Agreement prior to initiation of services by Consultant with respect to such assignment. 2.2. Additional Services. Consultant shall not receive compensation for any services provided outside the scope of services specified in the Consultant’s Proposal unless the City, prior to Consultant performing the additional services, approves such additional services in writing. It is specifically understood that oral requests and/or approvals of such additional services or additional compensation shall be barred and are unenforceable. Should the City request in writing additional services that increase the hereinabove described "SCOPE OF SERVICES", an additional fee based upon the Consultant's standard hourly rates shall be paid to the Consultant for such additional services. Such increase in additional fees shall be limited to 25% of the total contract sum or to the maximum total contract amount of $25,000, whichever is greater. The Department Head or City Manager is authorized to approve a Change Order for such additional services. 2.3. Method of Billing. Consultant may submit invoices to the City for approval on a progress basis, but no more often than once a month. Said invoice shall be based on the total of all Consultant’s services which have been completed to City’s sole satisfaction. City shall pay Consultant’s invoice within forty-five (45) days from the date City receives said invoice. Each invoice shall describe in detail the services performed, the date of performance, and the associated time for completion. Any additional services approved and performed pursuant to this Agreement shall be designated as “Additional Services” and shall identify the number of the authorized change order, where applicable, on all invoices. 2.4. Records and Audits. Records of Consultant’s services relating to this Agreement shall be maintained in accordance with generally recognized accounting principles and shall be made available to City for inspection and/or audit at mutually convenient times for a period of three (3) years from the Effective Date. 3.0. TIME OF PERFORMANCE 3.1. Commencement and Completion of Work. The professional services to be performed pursuant to this Agreement shall commence within five (5) days from the date that written notice is provided by City of the specific bond services to be performed. The Project Schedule may be amended by mutual agreement of the parties. Failure to commence work in a timely manner and/or diligently pursue work to completion may be grounds for termination of this Agreement. 3.2. Excusable Delays. Neither party shall be responsible for delays or lack of performance resulting from acts beyond the reasonable control of the party or parties. Such acts shall include, but not be limited to, acts of God, fire, strikes, material shortages, compliance with laws or regulations, riots, acts of war, or any other conditions beyond the reasonable control of a party. If a delay beyond the control of the Consultant is encountered, a time extension may be mutually agreed upon in writing by the City and the Consultant. The . Norton Rose Fulbright 4 Consultant shall present documentation satisfactory to the City to substantiate any request for a time extension. 4.0. TERM AND TERMINATION 4.1. Term. This Agreement shall commence on the Effective Date and continue for a period of three (3) years, ending on May 2, 2020, unless previously terminated as provided herein or as otherwise agreed to in writing by the parties. Thereafter, this AGREEMENT may be renewed for a maximum of successive one (1) year terms not to exceed two (2) years. Such renewal will be evidenced by a written Amendment upon written notice of City given to Consultant at any time prior to the expiration date of the AGREEMENT. 4.2. Notice of Termination. The City reserves and has the right and privilege of canceling, suspending or abandoning the execution of all or any part of the work contemplated by this Agreement, with or without cause, at any time, by providing at least fifteen (15) days prior written notice to Consultant. In the event of such termination, Consultant shall immediately stop rendering services under this Agreement unless directed otherwise by the City. If the City suspends, terminates or abandons a portion of this Agreement such suspension, termination or abandonment shall not make void or invalidate the remainder of this Agreement. If the Consultant defaults in the performance of any of the terms or conditions of this Agreement, it shall have ten (10) days after service upon it of written notice of such default in which to cure the default by rendering a satisfactory performance. In the event that the Consultant fails to cure its default within such period of time, the City shall have the right, notwithstanding any other provision of this Agreement, to terminate this Agreement without further notice and without prejudice to any other remedy to which it may be entitled to at law, in equity, or under this Agreement. The City also shall have the right, notwithstanding any other provisions of this Agreement, to terminate this Agreement, at its option and without prejudice to any other remedy to which it may be entitled to at law, in equity, or under this Agreement, immediately upon service of written notice of termination on the Consultant, if the latter should: a.Be adjudged a bankrupt; b.Become insolvent or have a receiver of its assets or property appointed because of insolvency; c.Make a general assignment for the benefit of creditors; d.Default in the performance of any obligation or payment of any indebtedness under this Agreement; e.Suffer any judgment against it to remain unsatisfied or unbonded of record for thirty (30) days or longer; or f.Institute or suffer to be instituted any procedures for reorganization or rearrangement of its affairs. 4.3. Compensation. In the event of termination, City shall pay Consultant for reasonable costs incurred and professional services satisfactorily performed up to and including the effective date of the City’s written notice of termination, within forty-five (45) days after the . Norton Rose Fulbright 5 effective date of the notice of termination or the final invoice of the Consultant, whichever occurs last. Compensation for work in progress shall be prorated based on the percentage of work completed as of the effective date of termination in accordance with the fees set forth herein. 4.4. Documents. In the event of termination of this Agreement, all documents prepared by Consultant in its performance of this Agreement including, but not limited to, finished or unfinished design, development and construction documents, data studies, drawings, maps and reports, shall be delivered to the City within ten (10) days of the effective date of the notice of termination, at no cost to City. 5.0. INSURANCE Contractor shall procure and maintain for the duration of the contract insurance against claims for injuries to persons or damages to property which may arise from or in connection with the performance of the work hereunder and the results of that work by the Contractor, his agents, representatives, employees or subcontractors. 5.1 Minimum Scope and Limits of Insurance. Coverage shall be at least as broad as: (a)Commercial General Liability (CGL): Insurance Services Office Form CG 00 01 covering CGL on an “occurrence” basis, including products and completed operations, property damage, bodily injury and personal & advertising injury with limits no less than $2,000,000 per occurrence. If a general aggregate limit applies, either the general aggregate limit shall apply separately to this project/location (ISO CG 25 03 or 25 04) or the general aggregate limit shall be twice the required occurrence limit. (b)Automobile Liability: ISO Form Number CA 00 01 covering any auto (Code 1), or if Contractor has no owned autos, hired, (Code 8) and non- owned autos (Code 9), with limit no less than $1,000,000 per accident for bodily injury and property damage. (c)Workers’ Compensation: as required by the State of California, with Statutory Limits, and Employer’s Liability Insurance with limit of no less than $1,000,000 per accident for bodily injury or disease. (d)Professional Liability (Errors and Omissions) Insurance appropriates to the Consultant’s profession, with limit no less than $1,000,000 per occurrence or claim, $2,000,000 aggregate. If the Contractor maintains broader coverage and/or higher limits than the minimums shown above, the City requires and shall be entitled to the broader coverage and/or the higher limits maintained by the contractor. Any available insurance proceeds in excess of the specified minimum limits of insurance and coverage shall be available to the City. 5.2. Other Insurance Provisions. The insurance policies are to contain, or be endorsed to contain, the following provisions: (a)Additional Insured Status: The City, its officers, officials, employees, and volunteers are to be covered as additional insureds on the CGL policy with respect to liability arising out of work or operations performed by or on behalf of the Contractor including materials, parts, or equipment furnished in connection with such work or operations. General liability coverage can be provided in the form of an endorsement to the . Norton Rose Fulbright 6 Contractor’s insurance (at least as broad as ISO Form CG 20 10 11 85 or if not available, through the addition of both CG 20 10, CG 20 26, CG 20 33, or CG 20 38; and CG 20 37 if a later edition is used). (b)Primary Coverage: For any claims related to this contract, the Contractor’s insurance coverage shall be primary coverage at least as broad as ISO CG 20 01 04 13 as respects the City, its officers, officials, employees, and volunteers. Any insurance or self-insurance maintained by the City, its officers, officials, employees, or volunteers shall be excess of the Contractor’s insurance and shall not contribute with it. (c)Notice of Cancellation: Each insurance policy required above shall provide that coverage shall not be canceled, except with notice to the City. (d)Waiver of Subrogation: Contractor hereby grants to City a waiver of any right to subrogation which any insurer of said Contractor may acquire against the City by virtue of the payment of any loss under such insurance. Contractor agrees to obtain any endorsement that may be necessary to affect this waiver of subrogation, but this provision applies regardless of whether or not the City has received a waiver of subrogation endorsement from the insurer. (e)Self-Insured Retentions: Self-insured retentions must be declared to and approved by the City. The City may require the Contractor to purchase coverage with a lower retention or provide proof of ability to pay losses and related investigations, claim administration, and defense expenses within the retention. The policy language shall provide, or be endorsed to provide, that the self-insured retention may be satisfied by either the named insured or City. (f)Acceptability of Insurers: Insurance is to be placed with insurers with a current A.M. Best’s rating of no less than A:VII, unless otherwise acceptable to the City. (g)Verification of Coverage: Contractor shall furnish the City with original certificates and amendatory endorsements or copies of the applicable policy language effecting coverage required by this clause. All certificates and endorsements are to be received and approved by the City before work commences. However, failure to obtain the required documents prior to the work beginning shall not waive the Contractor’s obligation to provide them. The City reserves the right to require complete, certified copies of all required insurance policies, including endorsements required by these specifications, at any time. (h)Subcontractors: Consultant shall require and verify that all subcontractors maintain insurance meeting all the requirements stated herein, and Contractor shall ensure that City is an additional insured on insurance required from subcontractors. . Norton Rose Fulbright 7 5.3. Deductible or Self Insured Retention. If any of such policies provide for a deductible or self-insured retention to provide such coverage, the amount of such deductible or self-insured retention shall be approved in advance by City. 5.4. Certificates of Insurance. Consultant shall provide to City certificates of insurance showing the insurance coverages and required endorsements described above, in a form and content approved by City, prior to performing any services under this Agreement. 5.5. Non-limiting. Nothing in this Section shall be construed as limiting in any way the indemnification provision contained in this Agreement. 6.0. GENERAL PROVISIONS 6.1. Entire Agreement. This Agreement constitutes the entire agreement between the parties with respect to any matter referenced herein and supersedes any and all other prior writings and oral negotiations. This Agreement may be modified only in writing, and signed by the parties in interest at the time of such modification. 6.2. Representatives. The City Manager or his or her designee shall be the representative of City for purposes of this Agreement and may issue all consents, approvals, directives and agreements on behalf of the City, called for by this Agreement, except as otherwise expressly provided in this Agreement. Consultant shall designate a representative for purposes of this Agreement who shall be authorized to issue all consents, approvals, directives and agreements on behalf of Consultant called for by this Agreement, except as otherwise expressly provided in this Agreement. 6.3. Key Personnel. It is the intent of both parties to this Agreement that Consultant shall make available the professional services of Don Hunt, Partner, who shall coordinate directly with City. Any substitution of key personnel must be approved in advance by City’s Representative and the Agreement shall be amended to reflect the changes. 6.4. Notices. Any notices, documents, correspondence or other communications concerning this Agreement or the work hereunder may be provided by personal delivery, facsimile, Email or by U.S. mail. If by U.S. mail, it shall be addressed as set forth below and placed in a sealed envelope, postage prepaid, and deposited in the United States Postal Service. Such communication shall be deemed served or delivered: a) at the time of delivery if such communication is sent by personal delivery; b) at the time of transmission if such communication is sent by facsimile or by Email; and c) 72 hours after deposit in the U.S. Mail as reflected by the official U.S. postmark if such communication is sent through regular United States mail. IF TO CONSULTANT: IF TO CITY: Norton Rose Fulbright 555 South Flower Street, 41st Floor Los Angeles, CA 90071 City of West Covina 1444 West Garvey Ave. South West Covina, CA 91790 Tel: (213) 892-9316 Tel: (626) 939-8463 Fax: (213) 892-9494 Email: don.hunt@nortonrosefulbright.com Fax: (626) 939-8664 Email: christa.buhagiar@westcovina.org Attn: Don Hunt Attn: Christa Buhagiar . Norton Rose Fulbright 8 6.5. Attorneys’ Fees. If litigation is brought by any party in connection with this Agreement against another party, the prevailing party shall be entitled to recover from the opposing party all costs and expenses, including reasonable attorneys’ fees, incurred by the prevailing party in the exercise of any of its rights or remedies hereunder or the enforcement of any of the terms, conditions, or provisions hereof. 6.6. Governing Law. This Agreement shall be governed by and construed under the laws of the State of California without giving effect to that body of laws pertaining to conflict of laws. In the event of any legal action to enforce or interpret this Agreement, the parties hereto agree that the sole and exclusive venue shall be a court of competent jurisdiction located in Los Angeles County, California. 6.7. Assignment. Consultant shall not voluntarily or by operation of law assign, transfer, sublet or encumber all or any part of Consultant's interest in this Agreement without City's prior written consent. Any attempted assignment, transfer, subletting or encumbrance shall be void and shall constitute a breach of this Agreement and cause for termination of this Agreement. Regardless of City's consent, no subletting or assignment shall release Consultant of Consultant's obligation to perform all other obligations to be performed by Consultant hereunder for the term of this Agreement. 6.8. Indemnification and Hold Harmless. Consultant agrees to defend, indemnify, hold free and harmless the City, its elected and appointed officials, officers, agents and employees, at Consultant’s sole expense, from and against any and all claims, demands, actions, suits or other legal proceedings brought against the City, its elected and appointed officials, officers, agents and employees arising out of the performance of the Consultant, its employees, and/or authorized subcontractors, of the work undertaken pursuant to this Agreement. The defense obligation provided for hereunder shall apply without any advance showing of negligence or wrongdoing by the Consultant, its employees, and/or authorized subcontractors, but shall be required whenever any claim, action, complaint, or suit asserts as its basis the negligence, errors, omissions or misconduct of the Consultant, its employees, and/or authorized subcontractors, and/or whenever any claim, action, complaint or suit asserts liability against the City, its elected and appointed officials, officers, agents and employees based upon the work performed by the Consultant, its employees, and/or authorized subcontractors under this Agreement, whether or not the Consultant, its employees, and/or authorized subcontractors are specifically named or otherwise asserted to be liable. Notwithstanding the foregoing, the Consultant shall not be liable for the defense or indemnification of the City for claims, actions, complaints or suits arising out of the sole active negligence or willful misconduct of the City. This provision shall supersede and replace all other indemnity provisions contained either in the City’s specifications or Consultant’s Proposal, which shall be of no force and effect. 6.9. Independent Contractor. Consultant is and shall be acting at all times as an independent contractor and not as an employee of City. Consultant shall have no power to incur any debt, obligation, or liability on behalf of City or otherwise act on behalf of City as an agent. Neither City nor any of its agents shall have control over the conduct of Consultant or any of Consultant’s employees, except as set forth in this Agreement. Consultant shall not, at any time, or in any manner, represent that it or any of its or employees are in any manner agents or employees of City. Consultant shall secure, at its sole expense, and be responsible for any and all payment of Income Tax, Social Security, State Disability Insurance Compensation, Unemployment Compensation, and other payroll deductions for Consultant and its officers, agents, and employees, and all business licenses, if any are required, in connection with the services to be performed hereunder. Consultant shall indemnify and hold City harmless from . Norton Rose Fulbright 9 any and all taxes, assessments, penalties, and interest asserted against City by reason of the independent contractor relationship created by this Agreement. Consultant further agrees to indemnify and hold City harmless from any failure of Consultant to comply with the applicable worker’s compensation laws. City shall have the right to offset against the amount of any fees due to Consultant under this Agreement any amount due to City from Consultant as a result of Consultant’s failure to promptly pay to City any reimbursement or indemnification arising under this paragraph. 6.10. PERS Eligibility Indemnification. In the event that Consultant or any employee, agent, or subcontractor of Consultant providing services under this Agreement claims or is determined by a court of competent jurisdiction or the California Public Employees Retirement System (PERS) to be eligible for enrollment in PERS as an employee of the City, Consultant shall indemnify, defend, and hold harmless City for the payment of any employee and/or employer contributions for PERS benefits on behalf of Consultant or its employees, agents, or subcontractors, as well as for the payment of any penalties and interest on such contributions, which would otherwise be the responsibility of City. Notwithstanding any other agency, state or federal policy, rule, regulation, law or ordinance to the contrary, Consultant and any of its employees, agents, and subcontractors providing service under this Agreement shall not qualify for or become entitled to, and hereby agree to waive any claims to, any compensation, benefit, or any incident of employment by City, including but not limited to eligibility to enroll in PERS as an employee of City and entitlement to any contribution to be paid by City for employer contribution and/or employee contributions for PERS benefits. 6.11. Cooperation. In the event any claim or action is brought against City relating to Consultant’s performance or services rendered under this Agreement, Consultant shall render any reasonable assistance and cooperation which City might require. 6.12. Ownership of Documents. All findings, reports, documents, information and data including, but not limited to, computer tapes or discs, files and tapes furnished or prepared by Consultant or any of its subcontractors in the course of performance of this Agreement, shall be and remain the sole property of City. Consultant agrees that any such documents or information shall not be made available to any individual or organization without the prior consent of City. Any use of such documents for other projects not contemplated by this Agreement, and any use of incomplete documents, shall be at the sole risk of City and without liability or legal exposure to Consultant. City shall indemnify and hold harmless Consultant from all claims, damages, losses, and expenses, including attorneys’ fees, arising out of or resulting from City’s use of such documents for other projects not contemplated by this Agreement or use of incomplete documents furnished by Consultant. Consultant shall deliver to City any findings, reports, documents, information, data, in any form, including but not limited to, computer tapes, discs, files audio tapes or any other Project related items as requested by City or its authorized representative, at no additional cost to the City. Consultant or Consultant’s agents shall execute such documents as may be necessary from time to time to confirm City’s ownership of the copyright in such documents. 6.13. Electronic Safeguards. Contractor shall identify reasonably foreseeable internal and external risks to the privacy and security of personal information that could result in the unauthorized disclosure, misuse, alteration, destruction or other compromise of the information. Contractor shall regularly assess the sufficiency of any safeguards and information security awareness training in place to control reasonably foreseeable internal and external risks, and evaluate and adjust those safeguards in light of the assessment. . Norton Rose Fulbright 10 6.14. Economic Interest Statement. Consultant hereby acknowledges that pursuant to Government Code Section 87300 and the Conflict of Interest Code adopted by City hereunder, Consultant is designated in said Conflict of Interest Code and is therefore required to file an Economic Interest Statement (Form 700) with the City Clerk, for each employee providing advice under this Agreement, prior to the commencement of work, unless waived by the City Manager. 6.15. Conflict of Interest. Consultant and its officers, employees, associates and subconsultants, if any, will comply with all conflict of interest statutes of the State of California applicable to Consultant's services under this agreement, including, but not limited to, the Political Reform Act of 1974 (Government Code Section 81000, et seq.) and Government Code Sections 1090-1092. Consultant covenants that none of Consultant’s officers or principals have any interest in, or shall acquire any interest, directly or indirectly, which will conflict in any manner or degree with the performance of the services hereunder, including in any manner in violation of the Political Reform Act. Consultant further covenants that in the performance of this Agreement, no person having such interest shall be used by Consultant as an officer, employee, agent, or subconsultant. Consultant further covenants that Consultant has not contracted with nor is performing any services, directly or indirectly, with any developer(s) and/or property owner(s) and/or firm(s) and/or partnership(s) owning property in the City and further covenants and agrees that Consultant and/or its subconsultants shall provide no service or enter into any agreement or agreements with a/any developer(s) and/or property owner(s) and/or firm(s) and/or partnership(s) owning property in the City prior to the completion of the work under this Agreement. 6.16. Prohibited Employment. Consultant will not employ any regular employee of City while this Agreement is in effect. 6.17. Order of Precedence. In the event of an inconsistency in this Agreement and any of the attached Exhibits, the terms set forth in this Agreement shall prevail. If, and to the extent this Agreement incorporates by reference any provision of any document, such provision shall be deemed a part of this Agreement. Nevertheless, if there is any conflict among the terms and conditions of this Agreement and those of any such provision or provisions so incorporated by reference, this Agreement shall govern over the document referenced. 6.18. Costs. Each party shall bear its own costs and fees incurred in the preparation and negotiation of this Agreement and in the performance of its obligations hereunder except as expressly provided herein. 6.19. No Third Party Beneficiary Rights. This Agreement is entered into for the sole benefit of City and Consultant and no other parties are intended to be direct or incidental beneficiaries of this Agreement and no third party shall have any right in, under or to this Agreement. 6.20. Headings. Paragraphs and subparagraph headings contained in this Agreement are included solely for convenience and are not intended to modify, explain or to be a full or accurate description of the content thereof and shall not in any way affect the meaning or interpretation of this Agreement. 6.21. Amendments. Only a writing executed by the parties hereto or their respective successors and assigns may amend this Agreement. . Norton Rose Fulbright 11 6.22. Waiver. The delay or failure of either party at any time to require performance or compliance by the other of any of its obligations or agreements shall in no way be deemed a waiver of those rights to require such performance or compliance. No waiver of any provision of this Agreement shall be effective unless in writing and signed by a duly authorized representative of the party against whom enforcement of a waiver is sought. The waiver of any right or remedy in respect to any occurrence or event shall not be deemed a waiver of any right or remedy in respect to any other occurrence or event, nor shall any waiver constitute a continuing waiver. 6.23. Severability. If any provision of this Agreement is determined by a court of competent jurisdiction to be unenforceable in any circumstance, such determination shall not affect the validity or enforceability of the remaining terms and provisions hereof or of the offending provision in any other circumstance. Notwithstanding the foregoing, if the value of this Agreement, based upon the substantial benefit of the bargain for any party, is materially impaired, which determination made by the presiding court or arbitrator of competent jurisdiction shall be binding, then both parties agree to substitute such provision(s) through good faith negotiations. 6.24. Counterparts and Electronic Signatures. This Agreement may be executed in one or more counterparts, each of which shall be deemed an original. All counterparts shall be construed together and shall constitute one agreement. Counterpart written signatures may be transmitted by facsimile, email or other electronic means and have the same legal effect as if they were original signatures. 6.25. Corporate Authority. The persons executing this Agreement on behalf of the parties hereto warrant that they are duly authorized to execute this Agreement on behalf of said parties and that by doing so the parties hereto are formally bound to the provisions of this Agreement. 6.26 Taxpayer Identification Number. Consultant shall provide City with a complete Request for Taxpayer Identification Number and Certification, Form W9, as issued by the Internal Revenue Service. IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed by and through their respective authorized officers, as of the date first above written, CITY OF WEST COVINA, A municipal corporation Date: Chris Freeland, City Manager CONSULTANT Date 5-1 1'7 Date: Date: Don Hunt, Partner ATTEST: Assistant City Clerk of the City of West Covina APPROVED AS TO FORM: Kimberly Hall Barlow, City Attorney APPROVED AS TO INSURANCE: Risk Management 12 Norton Rose Fulbright . Norton Rose Fulbright 13 EXHIBIT A SCOPE OF SERVICES To perform all necessary bond counsel services, disclosure counsel services and/or special services as requested by the City of West Covina. . Norton Rose Fulbright 14 EXHIBIT B FEE SCHEDULE Norton Rose Fulbright strives to be cost effective while continuing to provide only the highest quality legal services for every client. We believe our firm’s rates are competitive with those of any other law firm that has comparable experience and expertise. We are committed to working with you to provide the most effeicient and competitive cost approaches. The proposed fee structure is 80% of hourly rates. We would be happy to discuss a fixed fee structure for any particular financing. Lawyer Rate (in USD) Discounted rate (in USD) Donald L. Hunt $950 $760 Russell C. Trice $640 $510 Jonathan Guz $585 $470 Richard L. Kornblith $1,000 $800 We would also be happy to discuss a fixed fee structure for any particular financing. . Form updated September 2016 CITY OF WEST COVINA PROFESSIONAL SERVICES AGREEMENT WITH STRADLING YOCCA CARLSON & RAUTH FOR BOND & DISCLOSURE COUNSEL SERVICES THIS AGREEMENT is made and entered into this 16th day of May, 2017 (“Effective Date”), by and between the CITY OF WEST COVINA, a municipal corporation (“City”), and Stradling Yocca Carlson & Rauth, a California Corporation (“Consultant”). W I T N E S S E T H : A.WHEREAS, City proposes to utilize the services of Consultant as an independent contractor to City, as more fully described herein; and B.WHEREAS, Consultant represents that it has that degree of specialized expertise contemplated within California Government Code Section 37103, and holds all necessary licenses to practice and perform the services herein contemplated, except that if Consultant is required to but does not yet hold a City business license, it will promptly obtain a business license and will not provide services to the City until it has done so; and C.WHEREAS, City and Consultant desire to contract for the specific servicesdescribed in Exhibit “A” and desire to set forth their rights, duties and liabilities in connection with the services to be performed; and D.WHEREAS, no official or employee of City has a financial interest, within theprovisions of Sections 1090-1092 of the California Government Code, in the subject matter of this Agreement. E.WHEREAS, Consultant responded to the City’s Request for Proposals dated January 23, 2017, incorporated via this reference as if fully set forth herein, and Consultant’s response to the Request for Proposals was a material inducement to the City ultimately entering into this agreement. NOW, THEREFORE, for and in consideration of the mutual covenants and conditions contained herein, the parties hereby agree as follows: 1.0. SERVICES PROVIDED BY CONSULTANT 1.1. Scope of Services. Consultant shall provide the professional services described in the Scope of Services attached hereto as Exhibit “A,” incorporated herein by this reference. 1.2. Professional Practices. All professional services to be provided by Consultant pursuant to this Agreement shall be provided by personnel experienced in their respective fields and in a manner consistent with the standards of care, diligence and skill ordinarily exercised by professional consultants in similar fields and circumstances in accordance with sound professional practices. Consultant also warrants that it is familiar with all laws that may affect its performance of this Agreement and shall advise City of any changes in any laws that may affect Consultant’s performance of this Agreement. Consultant shall keep itself informed of State and Federal laws and regulations which in any manner affect those employed by it or in any way affect the performance of its service pursuant to this Agreement. The Consultant shall at all times observe and comply with all such laws and regulations. City Officers and employees shall Attachment No. 2 . Stradling Yocca Carlson & Rauth 2 not be liable at law or in equity for any claims or damages occurring as a result of failure of the Consultant to comply with this section. 1.3. Performance to Satisfaction of City. Consultant agrees to perform all the work to the reasonable satisfaction of the City. Evaluations of the work will be conducted by the City Manager or his or her designee. If the quality of work is not satisfactory, City in its discretion has the right to: (a)Meet with Consultant to review the quality of the work and resolve thematters of concern; (b)Require Consultant to repeat the work at no additional fee until it issatisfactory; and/or (c)Terminate the Agreement as hereinafter set forth. 1.4. Warranty. Consultant warrants that it shall perform the services required by this Agreement in compliance with all applicable Federal and California employment laws, including, but not limited to, those laws related to minimum hours and wages; occupational health and safety; fair employment and employment practices; workers’ compensation; and all other Federal, State and local laws and ordinances applicable to the services required under this Agreement. 1.5. Non-discrimination. In performing this Agreement, Consultant shall not engage in, nor permit its agents to engage in, discrimination in employment of persons because of their race, religion, color, national origin, ancestry, age, physical or intellectual disability, medical condition, genetic information, pregnancy, marital status, sex, gender, gender identity, gender expression, or sexual orientation, except as permitted pursuant to Section 12940 of the Government Code. 1.6. Non-Exclusive Agreement. Consultant acknowledges that City may enter into agreements with other consultants for services similar to the services that are subject to this Agreement or may have its own employees perform services similar to those services contemplated by this Agreement. 1.7. Confidentiality. Employees of Consultant in the course of their duties may have access to financial, accounting, statistical, and personnel data of private individuals and employees of City. Consultant covenants that all data, documents, discussion, or other information developed or received by Consultant or provided for performance of this Agreement are deemed confidential and shall not be disclosed by Consultant without written authorization by City. City shall grant such authorization if disclosure is required by law. All City data shall be returned to City upon the termination of this Agreement. Consultant's covenant under this Section shall survive the termination of this Agreement. 1.8 Public Records Act Disclosure. Consultant has been advised and is aware that this Agreement and all reports, documents, information and data, including, but not limited to, computer tapes, discs or files furnished or prepared by Consultant, or any of its subcontractors, pursuant to this Agreement and provided to City may be subject to public disclosure as required by the California Public Records Act (California Government Code Section 6250 et seq.). Exceptions to public disclosure may be those documents or information that qualify as trade secrets, as that term is defined in the California Government Code Section 6254.7, and of which Consultant informs City of such trade secret. The City will endeavor to maintain as confidential all information obtained by it that is designated as a trade secret. The City shall not, in any way, . Stradling Yocca Carlson & Rauth 3 be liable or responsible for the disclosure of any trade secret including, without limitation, those records so marked if disclosure is deemed to be required by law or by order of the Court. 2.0. COMPENSATION AND BILLING 2.1. Compensation. Consultant shall be paid in accordance with the fee schedule set forth in Exhibit “B,” attached hereto and made a part of this Agreement (the “Fee Schedule”). The City and Consultant shall agree on the maximum compensation to be paid to consultant with respect to each assignment under this Agreement prior to initiation of services by Consultant with respect to such assignment. 2.2. Additional Services. Consultant shall not receive compensation for any services provided outside the scope of services specified in the Consultant’s Proposal unless the City, prior to Consultant performing the additional services, approves such additional services in writing. It is specifically understood that oral requests and/or approvals of such additional services or additional compensation shall be barred and are unenforceable. Should the City request in writing additional services that increase the hereinabove described "SCOPE OF SERVICES", an additional fee based upon the Consultant's standard hourly rates shall be paid to the Consultant for such additional services. Such increase in additional fees shall be limited to 25% of the total contract sum or to the maximum total contract amount of $25,000, whichever is greater. The Department Head or City Manager is authorized to approve a Change Order for such additional services. 2.3. Method of Billing. Consultant may submit invoices to the City for approval on a progress basis, but no more often than once a month. Said invoice shall be based on the total of all Consultant’s services which have been completed to City’s sole satisfaction. City shall pay Consultant’s invoice within forty-five (45) days from the date City receives said invoice. Each invoice shall describe in detail the services performed, the date of performance, and the associated time for completion. Any additional services approved and performed pursuant to this Agreement shall be designated as “Additional Services” and shall identify the number of the authorized change order, where applicable, on all invoices. 2.4. Records and Audits. Records of Consultant’s services relating to this Agreement shall be maintained in accordance with generally recognized accounting principles and shall be made available to City for inspection and/or audit at mutually convenient times for a period of three (3) years from the Effective Date. 3.0. TIME OF PERFORMANCE 3.1. Commencement and Completion of Work. The professional services to be performed pursuant to this Agreement shall commence within five (5) days from the date that written notice is provided by City of the specific bond services to be performed. The Project Schedule may be amended by mutual agreement of the parties. Failure to commence work in a timely manner and/or diligently pursue work to completion may be grounds for termination of this Agreement. 3.2. Excusable Delays. Neither party shall be responsible for delays or lack of performance resulting from acts beyond the reasonable control of the party or parties. Such acts shall include, but not be limited to, acts of God, fire, strikes, material shortages, compliance with laws or regulations, riots, acts of war, or any other conditions beyond the reasonable control of a party. If a delay beyond the control of the Consultant is encountered, a time extension may be mutually agreed upon in writing by the City and the Consultant. The Consultant shall present documentation satisfactory to the City to substantiate any request for a . Stradling Yocca Carlson & Rauth 4 time extension. 4.0. TERM AND TERMINATION 4.1. Term. This Agreement shall commence on the Effective Date and continue for a period of three (3) years, ending on May 2, 2020, unless previously terminated as provided herein or as otherwise agreed to in writing by the parties. Thereafter, this AGREEMENT may be renewed for a maximum of successive one (1) year terms not to exceed two (2) years. Such renewal will be evidenced by a written Amendment upon written notice of City given to Consultant at any time prior to the expiration date of the AGREEMENT. 4.2. Notice of Termination. The City reserves and has the right and privilege of canceling, suspending or abandoning the execution of all or any part of the work contemplated by this Agreement, with or without cause, at any time, by providing at least fifteen (15) days prior written notice to Consultant. In the event of such termination, Consultant shall immediately stop rendering services under this Agreement unless directed otherwise by the City. If the City suspends, terminates or abandons a portion of this Agreement such suspension, termination or abandonment shall not make void or invalidate the remainder of this Agreement. If the Consultant defaults in the performance of any of the terms or conditions of this Agreement, it shall have ten (10) days after service upon it of written notice of such default in which to cure the default by rendering a satisfactory performance. In the event that the Consultant fails to cure its default within such period of time, the City shall have the right, notwithstanding any other provision of this Agreement, to terminate this Agreement without further notice and without prejudice to any other remedy to which it may be entitled to at law, in equity, or under this Agreement. The City also shall have the right, notwithstanding any other provisions of this Agreement, to terminate this Agreement, at its option and without prejudice to any other remedy to which it may be entitled to at law, in equity, or under this Agreement, immediately upon service of written notice of termination on the Consultant, if the latter should: a. Be adjudged a bankrupt; b. Become insolvent or have a receiver of its assets or property appointed because of insolvency; c. Make a general assignment for the benefit of creditors; d. Default in the performance of any obligation or payment of any indebtedness under this Agreement; e. Suffer any judgment against it to remain unsatisfied or unbonded of record for thirty (30) days or longer; or f. Institute or suffer to be instituted any procedures for reorganization or rearrangement of its affairs. 4.3. Compensation. In the event of termination, City shall pay Consultant for reasonable costs incurred and professional services satisfactorily performed up to and including the effective date of the City’s written notice of termination, within forty-five (45) days after the effective date of the notice of termination or the final invoice of the Consultant, whichever occurs . Stradling Yocca Carlson & Rauth 5 last. Compensation for work in progress shall be prorated based on the percentage of work completed as of the effective date of termination in accordance with the fees set forth herein. 4.4. Documents. In the event of termination of this Agreement, all documents prepared by Consultant in its performance of this Agreement including, but not limited to, finished or unfinished design, development and construction documents, data studies, drawings, maps and reports, shall be delivered to the City within ten (10) days of the effective date of the notice of termination, at no cost to City. 5.0. INSURANCE Contractor shall procure and maintain for the duration of the contract insurance against claims for injuries to persons or damages to property which may arise from or in connection with the performance of the work hereunder and the results of that work by the Contractor, his agents, representatives, employees or subcontractors. 5.1 Minimum Scope and Limits of Insurance. Coverage shall be at least as broad as: (a)Commercial General Liability (CGL): Insurance Services Office Form CG 00 01 covering CGL on an “occurrence” basis, including products and completed operations, property damage, bodily injury and personal & advertising injury with limits no less than $2,000,000 per occurrence. If a general aggregate limit applies, either the general aggregate limit shall apply separately to this project/location (ISO CG 25 03 or 25 04) or the general aggregate limit shall be twice the required occurrence limit. (b)Automobile Liability: ISO Form Number CA 00 01 covering any auto (Code 1), or if Contractor has no owned autos, hired, (Code 8) and non-owned autos (Code 9), with limit no less than $1,000,000 per accident for bodily injury and property damage. (c)Workers’ Compensation: as required by the State of California, with Statutory Limits, and Employer’s Liability Insurance with limit of no less than $1,000,000 per accident for bodily injury or disease. (d)Professional Liability (Errors and Omissions) Insurance appropriates to the Consultant’s profession, with limit no less than $1,000,000 per occurrence or claim, $2,000,000 aggregate. If the Contractor maintains broader coverage and/or higher limits than the minimums shown above, the City requires and shall be entitled to the broader coverage and/or the higher limits maintained by the contractor. Any available insurance proceeds in excess of the specified minimum limits of insurance and coverage shall be available to the City. 5.2. Other Insurance Provisions. The insurance policies are to contain, or be endorsed to contain, the following provisions: (a)Additional Insured Status: The City, its officers, officials, employees, and volunteers are to be covered as additional insureds on the CGL policy with respect to liability arising out of work or operations performed by or on behalf of the Contractor including materials, parts, or equipment furnished in connection with such work or operations. General liability coverage can be provided in the form of an endorsement to the Contractor’s insurance (at least as broad as ISO Form CG 20 10 11 85 or . Stradling Yocca Carlson & Rauth 6 if not available, through the addition of both CG 20 10, CG 20 26, CG 20 33, or CG 20 38; and CG 20 37 if a later edition is used). (b) Primary Coverage: For any claims related to this contract, the Contractor’s insurance coverage shall be primary coverage at least as broad as ISO CG 20 01 04 13 as respects the City, its officers, officials, employees, and volunteers. Any insurance or self-insurance maintained by the City, its officers, officials, employees, or volunteers shall be excess of the Contractor’s insurance and shall not contribute with it. (c) Notice of Cancellation: Each insurance policy required above shall provide that coverage shall not be canceled, except with notice to the City. (d) Waiver of Subrogation: Contractor hereby grants to City a waiver of any right to subrogation which any insurer of said Contractor may acquire against the City by virtue of the payment of any loss under such insurance. Contractor agrees to obtain any endorsement that may be necessary to affect this waiver of subrogation, but this provision applies regardless of whether or not the City has received a waiver of subrogation endorsement from the insurer. (e) Self-Insured Retentions: Self-insured retentions must be declared to and approved by the City. The City may require the Contractor to purchase coverage with a lower retention or provide proof of ability to pay losses and related investigations, claim administration, and defense expenses within the retention. The policy language shall provide, or be endorsed to provide, that the self-insured retention may be satisfied by either the named insured or City. (f) Acceptability of Insurers: Insurance is to be placed with insurers with a current A.M. Best’s rating of no less than A:VII, unless otherwise acceptable to the City. (g) Verification of Coverage: Contractor shall furnish the City with original certificates and amendatory endorsements or copies of the applicable policy language effecting coverage required by this clause. All certificates and endorsements are to be received and approved by the City before work commences. However, failure to obtain the required documents prior to the work beginning shall not waive the Contractor’s obligation to provide them. The City reserves the right to require complete, certified copies of all required insurance policies, including endorsements required by these specifications, at any time. (h) Subcontractors: Consultant shall require and verify that all subcontractors maintain insurance meeting all the requirements stated herein, and Contractor shall ensure that City is an additional insured on insurance required from subcontractors. . Stradling Yocca Carlson & Rauth 7 5.3. Deductible or Self Insured Retention. If any of such policies provide for a deductible or self-insured retention to provide such coverage, the amount of such deductible or self-insured retention shall be approved in advance by City. 5.4. Certificates of Insurance. Consultant shall provide to City certificates of insurance showing the insurance coverages and required endorsements described above, in a form and content approved by City, prior to performing any services under this Agreement. 5.5. Non-limiting. Nothing in this Section shall be construed as limiting in any way the indemnification provision contained in this Agreement. 6.0. GENERAL PROVISIONS 6.1. Entire Agreement. This Agreement constitutes the entire agreement between the parties with respect to any matter referenced herein and supersedes any and all other prior writings and oral negotiations. This Agreement may be modified only in writing, and signed by the parties in interest at the time of such modification. 6.2. Representatives. The City Manager or his or her designee shall be the representative of City for purposes of this Agreement and may issue all consents, approvals, directives and agreements on behalf of the City, called for by this Agreement, except as otherwise expressly provided in this Agreement. Consultant shall designate a representative for purposes of this Agreement who shall be authorized to issue all consents, approvals, directives and agreements on behalf of Consultant called for by this Agreement, except as otherwise expressly provided in this Agreement. 6.3. Key Personnel. It is the intent of both parties to this Agreement that Consultant shall make available the professional services of Brian Forbath, Shareholder and Vanessa Locklin, Shareholder, who shall coordinate directly with City. Any substitution of key personnel must be approved in advance by City’s Representative and the Agreement shall be amended to reflect the changes. 6.4. Notices. Any notices, documents, correspondence or other communications concerning this Agreement or the work hereunder may be provided by personal delivery, facsimile, Email or by U.S. mail. If by U.S. mail, it shall be addressed as set forth below and placed in a sealed envelope, postage prepaid, and deposited in the United States Postal Service. Such communication shall be deemed served or delivered: a) at the time of delivery if such communication is sent by personal delivery; b) at the time of transmission if such communication is sent by facsimile or by Email; and c) 72 hours after deposit in the U.S. Mail as reflected by the official U.S. postmark if such communication is sent through regular United States mail. IF TO CONSULTANT: IF TO CITY: Stradling Yocca Carlson & Rauth 660 Newport Center Dr., Ste. 1600 Newport Beach, CA 92660-6422 City of West Covina 1444 West Garvey Ave. South West Covina, CA 91790 Tel: (949) 725-4000 Tel: (626) 939-8463 Fax: (949) 725-4100 Email: bforbath@sycr.com Fax: (626) 939-8664 Email: christa.buhagiar@westcovina.org Attn: Brian Forbath Attn: Christa Buhagiar . Stradling Yocca Carlson & Rauth 8 6.5. Attorneys’ Fees. If litigation is brought by any party in connection with this Agreement against another party, the prevailing party shall be entitled to recover from the opposing party all costs and expenses, including reasonable attorneys’ fees, incurred by the prevailing party in the exercise of any of its rights or remedies hereunder or the enforcement of any of the terms, conditions, or provisions hereof. 6.6. Governing Law. This Agreement shall be governed by and construed under the laws of the State of California without giving effect to that body of laws pertaining to conflict of laws. In the event of any legal action to enforce or interpret this Agreement, the parties hereto agree that the sole and exclusive venue shall be a court of competent jurisdiction located in Los Angeles County, California. 6.7. Assignment. Consultant shall not voluntarily or by operation of law assign, transfer, sublet or encumber all or any part of Consultant's interest in this Agreement without City's prior written consent. Any attempted assignment, transfer, subletting or encumbrance shall be void and shall constitute a breach of this Agreement and cause for termination of this Agreement. Regardless of City's consent, no subletting or assignment shall release Consultant of Consultant's obligation to perform all other obligations to be performed by Consultant hereunder for the term of this Agreement. 6.8. Indemnification and Hold Harmless. The Consultant agrees to defend, indemnify and hold the City and its officers, agents, and employees harmless from any and all claims which arise from or are directly connected with the Consultant’s negligence or failure to perform the work or other obligations under this Agreement, and all expenses of investigating and defending against same (including reasonable attorneys’ fees in connection therewith); provided, however, that this duty to defend, indemnify, and hold harmless shall not include any claim based upon the alleged errors or omissions of the Consultant related to the rendering of or the failure to render professional services hereunder so long as Consultant maintains in effect errors and omissions insurance as required by this paragraph, or arising from the sole negligence or willful misconduct of the City, its officers, agents or employees. Consultant agrees to maintain errors and omissions insurance in an amount not less than twenty-five million dollars ($25,000,000) per claim period throughout the term of this Agreement. 6.9. Independent Contractor. Consultant is and shall be acting at all times as an independent contractor and not as an employee of City. Consultant shall have no power to incur any debt, obligation, or liability on behalf of City or otherwise act on behalf of City as an agent. Neither City nor any of its agents shall have control over the conduct of Consultant or any of Consultant’s employees, except as set forth in this Agreement. Consultant shall not, at any time, or in any manner, represent that it or any of its or employees are in any manner agents or employees of City. Consultant shall secure, at its sole expense, and be responsible for any and all payment of Income Tax, Social Security, State Disability Insurance Compensation, Unemployment Compensation, and other payroll deductions for Consultant and its officers, agents, and employees, and all business licenses, if any are required, in connection with the services to be performed hereunder. Consultant shall indemnify and hold City harmless from any and all taxes, assessments, penalties, and interest asserted against City by reason of the independent contractor relationship created by this Agreement. Consultant further agrees to indemnify and hold City harmless from any failure of Consultant to comply with the applicable worker’s compensation laws. City shall have the right to offset against the amount of any fees due to Consultant under this Agreement any amount due to City from Consultant as a result of Consultant’s failure to promptly pay to City any reimbursement or indemnification arising under this paragraph. . Stradling Yocca Carlson & Rauth 9 6.10. PERS Eligibility Indemnification. In the event that Consultant or any employee, agent, or subcontractor of Consultant providing services under this Agreement claims or is determined by a court of competent jurisdiction or the California Public Employees Retirement System (PERS) to be eligible for enrollment in PERS as an employee of the City, Consultant shall indemnify, defend, and hold harmless City for the payment of any employee and/or employer contributions for PERS benefits on behalf of Consultant or its employees, agents, or subcontractors, as well as for the payment of any penalties and interest on such contributions, which would otherwise be the responsibility of City. Notwithstanding any other agency, state or federal policy, rule, regulation, law or ordinance to the contrary, Consultant and any of its employees, agents, and subcontractors providing service under this Agreement shall not qualify for or become entitled to, and hereby agree to waive any claims to, any compensation, benefit, or any incident of employment by City, including but not limited to eligibility to enroll in PERS as an employee of City and entitlement to any contribution to be paid by City for employer contribution and/or employee contributions for PERS benefits. 6.11. Cooperation. In the event any claim or action is brought against City relating to Consultant’s performance or services rendered under this Agreement, Consultant shall render any reasonable assistance and cooperation which City might require. 6.12. Ownership of Documents. All findings, reports, documents, information and data including, but not limited to, computer tapes or discs, files and tapes furnished or prepared by Consultant or any of its subcontractors in the course of performance of this Agreement, shall be and remain the sole property of City. Consultant agrees that any such documents or information shall not be made available to any individual or organization without the prior consent of City. Any use of such documents for other projects not contemplated by this Agreement, and any use of incomplete documents, shall be at the sole risk of City and without liability or legal exposure to Consultant. City shall indemnify and hold harmless Consultant from all claims, damages, losses, and expenses, including attorneys’ fees, arising out of or resulting from City’s use of such documents for other projects not contemplated by this Agreement or use of incomplete documents furnished by Consultant. Consultant shall deliver to City any findings, reports, documents, information, data, in any form, including but not limited to, computer tapes, discs, files audio tapes or any other Project related items as requested by City or its authorized representative, at no additional cost to the City. Consultant or Consultant’s agents shall execute such documents as may be necessary from time to time to confirm City’s ownership of the copyright in such documents. 6.13. Electronic Safeguards. Contractor shall identify reasonably foreseeable internal and external risks to the privacy and security of personal information that could result in the unauthorized disclosure, misuse, alteration, destruction or other compromise of the information. Contractor shall regularly assess the sufficiency of any safeguards and information security awareness training in place to control reasonably foreseeable internal and external risks, and evaluate and adjust those safeguards in light of the assessment. . Stradling Yocca Carlson & Rauth 10 6.14. Economic Interest Statement. Consultant hereby acknowledges that pursuant to Government Code Section 87300 and the Conflict of Interest Code adopted by City hereunder, Consultant is designated in said Conflict of Interest Code and is therefore required to file an Economic Interest Statement (Form 700) with the City Clerk, for each employee providing advise under this Agreement, prior to the commencement of work, unless waived by the City Manager. 6.15. Conflict of Interest. Consultant and its officers, employees, associates and subconsultants, if any, will comply with all conflict of interest statutes of the State of California applicable to Consultant's services under this agreement, including, but not limited to, the Political Reform Act of 1974 (Government Code Section 81000, et seq.) and Government Code Sections 1090-1092. Consultant covenants that none of Consultant’s officers or principals have any interest in, or shall acquire any interest, directly or indirectly, which will conflict in any manner or degree with the performance of the services hereunder, including in any manner in violation of the Political Reform Act. Consultant further covenants that in the performance of this Agreement, no person having such interest shall be used by Consultant as an officer, employee, agent, or subconsultant. Consultant further covenants that Consultant has not contracted with nor is performing any services, directly or indirectly, with any developer(s) and/or property owner(s) and/or firm(s) and/or partnership(s) owning property in the City and further covenants and agrees that Consultant and/or its subconsultants shall provide no service or enter into any agreement or agreements with a/any developer(s) and/or property owner(s) and/or firm(s) and/or partnership(s) owning property in the City prior to the completion of the work under this Agreement. 6.16. Prohibited Employment. Consultant will not employ any regular employee of City while this Agreement is in effect. 6.17. Order of Precedence. In the event of an inconsistency in this Agreement and any of the attached Exhibits, the terms set forth in this Agreement shall prevail. If, and to the extent this Agreement incorporates by reference any provision of any document, such provision shall be deemed a part of this Agreement. Nevertheless, if there is any conflict among the terms and conditions of this Agreement and those of any such provision or provisions so incorporated by reference, this Agreement shall govern over the document referenced. 6.18. Costs. Each party shall bear its own costs and fees incurred in the preparation and negotiation of this Agreement and in the performance of its obligations hereunder except as expressly provided herein. 6.19. No Third Party Beneficiary Rights. This Agreement is entered into for the sole benefit of City and Consultant and no other parties are intended to be direct or incidental beneficiaries of this Agreement and no third party shall have any right in, under or to this Agreement. 6.20. Headings. Paragraphs and subparagraph headings contained in this Agreement are included solely for convenience and are not intended to modify, explain or to be a full or accurate description of the content thereof and shall not in any way affect the meaning or interpretation of this Agreement. 6.21. Amendments. Only a writing executed by the parties hereto or their respective successors and assigns may amend this Agreement. . Stradling Yocca Carlson & Rauth 11 6.22. Waiver. The delay or failure of either party at any time to require performance or compliance by the other of any of its obligations or agreements shall in no way be deemed a waiver of those rights to require such performance or compliance. No waiver of any provision of this Agreement shall be effective unless in writing and signed by a duly authorized representative of the party against whom enforcement of a waiver is sought. The waiver of any right or remedy in respect to any occurrence or event shall not be deemed a waiver of any right or remedy in respect to any other occurrence or event, nor shall any waiver constitute a continuing waiver. 6.23. Severability. If any provision of this Agreement is determined by a court of competent jurisdiction to be unenforceable in any circumstance, such determination shall not affect the validity or enforceability of the remaining terms and provisions hereof or of the offending provision in any other circumstance. Notwithstanding the foregoing, if the value of this Agreement, based upon the substantial benefit of the bargain for any party, is materially impaired, which determination made by the presiding court or arbitrator of competent jurisdiction shall be binding, then both parties agree to substitute such provision(s) through good faith negotiations. 6.24. Counterparts and Electronic Signatures. This Agreement may be executed in one or more counterparts, each of which shall be deemed an original. All counterparts shall be construed together and shall constitute one agreement. Counterpart written signatures may be transmitted by facsimile, email or other electronic means and have the same legal effect as if they were original signatures. 6.25. Corporate Authority. The persons executing this Agreement on behalf of the parties hereto warrant that they are duly authorized to execute this Agreement on behalf of said parties and that by doing so the parties hereto are formally bound to the provisions of this Agreement. 6.26 Taxpayer Identification Number. Consultant shall provide City with a complete Request for Taxpayer Identification Number and Certification, Form W9, as issued by the Internal Revenue Service. CONSULTANT IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed by and through their respective authorized officers, as of the date first above written. CITY OF WEST COVINA, A municipal corporation Chris Freeland, City Manager Vanessa Locklin, Shareholder ATTEST: Assistant City Clerk of the City of West Covina APPROVED AS TO FORM: Kimberly Hall Barlow, City Attorney APPROVED AS TO INSURANCE: Risk Management Date: 0411110 1 ?-6 F4— Date: Date: Date: 12 Stradling Yocca Carlson & Rauth . Stradling Yocca Carlson & Rauth 13 EXHIBIT A SCOPE OF SERVICES To perform all necessary bond counsel services, disclosure counsel services and/or special services as requested by the City of West Covina. . Stradling Yocca Carlson & Rauth 14 EXHIBIT B FEE SCHEDULE We typically charge a flat fee for each issue based upon the estimated principal amount of each issue ofthe bonds to be sold. Such fees are sometimes adjusted to account for the relative complexity of a particular financing which could result in a reduction or increase in fees. We would agree to work cooperatively with the City to negotiate at the onset of a transaction a fair and reasonable fee for such transaction. When asked to serve as bond counsel we would propose the following base fees, subject to mutual agreement by the City and the Firm: Total Principal Amount of Bonds Sold Fee for each Issue $10,000,000 or less $35,000 $10,000,001 to $20,000,000 $35,000, plus .1 of 1% of the excess over $10,000,000 $20,000,001 or more $45,000, plus .05 of 1% of the excess over $20,000,000 On many financings on which we act as bond counsel, we also serve as disclosure counsel, for an additional fee of $25,000 to $35,000 per series of bonds depending upon the nature of the financing. We prefer to perform both functions and would be prepared to discuss this with the City. For engagements in the capacity of disclosure counsel with respect to issuances in which we are not also serving as bond counsel, the fee would be $30,000 to $40,000 per series of bonds depending upon the nature of the financing. The fees referenced above would apply to any bonds issued within three years from the date the Firm is retained and would be, at the City's option, contingent upon the successful issuance of the bonds. We would request an opportunity to meet with the City to discuss adjustments to the schedule for bonds issued beyond three years, as justified by reason of increased cost to the Firm and the then-prevailing fees for bond counsel services for the applicable obligations. In the event the Firm is requested to perform special services outside the scope of normal bond counsel or disclosure counsel services-which would include formation of a special assessment district or community facilities district or services following the issuance of a series of bonds, we would propose to be compensated at the hourly rate of $425 to $575 for shareholders, $325 for associates and $150 for paralegals. Specifically we propose that Mr. Forbath's, Ms. Lew's, Ms. Locklin's and Mr. Glyer's hourly rates are $575 per hour, $575 per hour, $425 per hour and $325 per hour, respectively. These rates are significant reductions from the Firm's "Design Rates" for these attorneys. Time is charged in increments of one-tenth of an hour. Such fees would be billed monthly. In addition to the fees set forth above, we would propose to be reimbursed for the actual cost of any out-of-pocket expenses reasonably incurred by the Firm in the course of its employment, such as document reproduction, telecommunications charges, printing costs, filing fees, long-distance telephone calls, messenger services, overnight delivery services, travel and similar items of expense. We would agree to cap expenses at $1,500 for each series of bonds, unless the City agreed to a higher figure due to extraordinary circumstances. . Form updated September 2016 CITY OF WEST COVINA PROFESSIONAL SERVICES AGREEMENT WITH JONES HALL FOR BOND & DISCLOSURE COUNSEL SERVICES THIS AGREEMENT is made and entered into this 16th day of May, 2017 (“Effective Date”), by and between the CITY OF WEST COVINA, a municipal corporation (“City”), and Jones Hall, a California Corporation (“Consultant”). W I T N E S S E T H : A.WHEREAS, City proposes to utilize the services of Consultant as an independentcontractor to City, as more fully described herein; and B.WHEREAS, Consultant represents that it has that degree of specializedexpertise contemplated within California Government Code Section 37103, and holds all necessary licenses to practice and perform the services herein contemplated, except that if Consultant is required to but does not yet hold a City business license, it will promptly obtain a business license and will not provide services to the City until it has done so; and C.WHEREAS, City and Consultant desire to contract for the specific servicesdescribed in Exhibit “A” and desire to set forth their rights, duties and liabilities in connection with the services to be performed; and D.WHEREAS, no official or employee of City has a financial interest, within the provisions of Sections 1090-1092 of the California Government Code, in the subject matter of this Agreement. E.WHEREAS, Consultant responded to the City’s Request for Proposals datedJanuary 23, 2017, incorporated via this reference as if fully set forth herein, and Consultant’s response to the Request for Proposals was a material inducement to the City ultimately entering into this agreement. NOW, THEREFORE, for and in consideration of the mutual covenants and conditions contained herein, the parties hereby agree as follows: 1.0. SERVICES PROVIDED BY CONSULTANT 1.1. Scope of Services. Consultant shall provide the professional services described in the Scope of Services attached hereto as Exhibit “A,” incorporated herein by this reference. 1.2. Professional Practices. All professional services to be provided by Consultant pursuant to this Agreement shall be provided by personnel experienced in their respective fields and in a manner consistent with the standards of care, diligence and skill ordinarily exercised by professional consultants in similar fields and circumstances in accordance with sound professional practices. Consultant also warrants that it is familiar with all laws that may affect its performance of this Agreement and shall advise City of any changes in any laws that may affect Consultant’s performance of this Agreement. Consultant shall keep itself informed of State and Federal laws and regulations which in any manner affect those employed by it or in any way affect the performance of its service pursuant to this Agreement. The Consultant shall at all Attachment No. 3 . Jones Hall 2 times observe and comply with all such laws and regulations. City Officers and employees shall not be liable at law or in equity for any claims or damages occurring as a result of failure of the Consultant to comply with this section. 1.3. Performance to Satisfaction of City. Consultant agrees to perform all the work to the reasonable satisfaction of the City. Evaluations of the work will be conducted by the City Manager or his or her designee. If the quality of work is not satisfactory, City in its discretion has the right to: (a) Meet with Consultant to review the quality of the work and resolve the matters of concern; (b) Require Consultant to repeat the work at no additional fee until it is satisfactory; and/or (c) Terminate the Agreement as hereinafter set forth. 1.4. Warranty. Consultant warrants that it shall perform the services required by this Agreement in compliance with all applicable Federal and California employment laws, including, but not limited to, those laws related to minimum hours and wages; occupational health and safety; fair employment and employment practices; workers’ compensation; and all other Federal, State and local laws and ordinances applicable to the services required under this Agreement. 1.5. Non-discrimination. In performing this Agreement, Consultant shall not engage in, nor permit its agents to engage in, discrimination in employment of persons because of their race, religion, color, national origin, ancestry, age, physical or intellectual disability, medical condition, genetic information, pregnancy, marital status, sex, gender, gender identity, gender expression, or sexual orientation, except as permitted pursuant to Section 12940 of the Government Code. 1.6. Non-Exclusive Agreement. Consultant acknowledges that City may enter into agreements with other consultants for services similar to the services that are subject to this Agreement or may have its own employees perform services similar to those services contemplated by this Agreement. 1.7. Confidentiality. Employees of Consultant in the course of their duties may have access to financial, accounting, statistical, and personnel data of private individuals and employees of City. Consultant covenants that all data, documents, discussion, or other information developed or received by Consultant or provided for performance of this Agreement are deemed confidential and shall not be disclosed by Consultant without written authorization by City. City shall grant such authorization if disclosure is required by law. All City data shall be returned to City upon the termination of this Agreement. Consultant's covenant under this Section shall survive the termination of this Agreement. 1.8 Public Records Act Disclosure. Consultant has been advised and is aware that this Agreement and all reports, documents, information and data, including, but not limited to, computer tapes, discs or files furnished or prepared by Consultant, or any of its subcontractors, pursuant to this Agreement and provided to City may be subject to public disclosure as required by the California Public Records Act (California Government Code Section 6250 et seq.). Exceptions to public disclosure may be those documents or information that qualify as trade secrets, as that term is defined in the California Government Code Section 6254.7, and of which Consultant informs City of such trade secret. The City will endeavor to maintain as confidential . Jones Hall 3 all information obtained by it that is designated as a trade secret. The City shall not, in any way, be liable or responsible for the disclosure of any trade secret including, without limitation, those records so marked if disclosure is deemed to be required by law or by order of the Court. 2.0. COMPENSATION AND BILLING 2.1. Compensation. Consultant shall be paid in accordance with the fee schedule set forth in Exhibit “B,” attached hereto and made a part of this Agreement (the “Fee Schedule”). The City and Consultant shall agree on the maximum compensation to be paid to consultant with respect to each assignment under this Agreement prior to initiation of services by Consultant with respect to such assignment. 2.2. Additional Services. Consultant shall not receive compensation for any services provided outside the scope of services specified in the Consultant’s Proposal unless the City, prior to Consultant performing the additional services, approves such additional services in writing. It is specifically understood that oral requests and/or approvals of such additional services or additional compensation shall be barred and are unenforceable. Should the City request in writing additional services that increase the hereinabove described "SCOPE OF SERVICES", an additional fee based upon the Consultant's standard hourly rates shall be paid to the Consultant for such additional services. Such increase in additional fees shall be limited to 25% of the total contract sum or to the maximum total contract amount of $25,000, whichever is greater. The Department Head or City Manager is authorized to approve a Change Order for such additional services. 2.3. Method of Billing. Consultant may submit invoices to the City for approval on a progress basis, but no more often than once a month. Said invoice shall be based on the total of all Consultant’s services which have been completed to City’s sole satisfaction. City shall pay Consultant’s invoice within forty-five (45) days from the date City receives said invoice. Each invoice shall describe in detail the services performed, the date of performance, and the associated time for completion. Any additional services approved and performed pursuant to this Agreement shall be designated as “Additional Services” and shall identify the number of the authorized change order, where applicable, on all invoices. 2.4. Records and Audits. Records of Consultant’s services relating to this Agreement shall be maintained in accordance with generally recognized accounting principles and shall be made available to City for inspection and/or audit at mutually convenient times for a period of three (3) years from the Effective Date. 3.0. TIME OF PERFORMANCE 3.1. Commencement and Completion of Work. The professional services to be performed pursuant to this Agreement shall commence within five (5) days from the date that written notice is provided by City of the specific bond services to be performed. The Project Schedule may be amended by mutual agreement of the parties. Failure to commence work in a timely manner and/or diligently pursue work to completion may be grounds for termination of this Agreement. 3.2. Excusable Delays. Neither party shall be responsible for delays or lack of performance resulting from acts beyond the reasonable control of the party or parties. Such acts shall include, but not be limited to, acts of God, fire, strikes, material shortages, compliance with laws or regulations, riots, acts of war, or any other conditions beyond the reasonable control of a party. If a delay beyond the control of the Consultant is encountered, a time extension may be mutually agreed upon in writing by the City and the Consultant. The . Jones Hall 4 Consultant shall present documentation satisfactory to the City to substantiate any request for a time extension. 4.0. TERM AND TERMINATION 4.1. Term. This Agreement shall commence on the Effective Date and continue for a period of three (3) years, ending on May 2, 2020, unless previously terminated as provided herein or as otherwise agreed to in writing by the parties. Thereafter, this AGREEMENT may be renewed for a maximum of successive one (1) year terms not to exceed two (2) years. Such renewal will be evidenced by a written Amendment upon written notice of City given to Consultant at any time prior to the expiration date of the AGREEMENT. 4.2. Notice of Termination. The City reserves and has the right and privilege of canceling, suspending or abandoning the execution of all or any part of the work contemplated by this Agreement, with or without cause, at any time, by providing at least fifteen (15) days prior written notice to Consultant. In the event of such termination, Consultant shall immediately stop rendering services under this Agreement unless directed otherwise by the City. If the City suspends, terminates or abandons a portion of this Agreement such suspension, termination or abandonment shall not make void or invalidate the remainder of this Agreement. If the Consultant defaults in the performance of any of the terms or conditions of this Agreement, it shall have ten (10) days after service upon it of written notice of such default in which to cure the default by rendering a satisfactory performance. In the event that the Consultant fails to cure its default within such period of time, the City shall have the right, notwithstanding any other provision of this Agreement, to terminate this Agreement without further notice and without prejudice to any other remedy to which it may be entitled to at law, in equity, or under this Agreement. The City also shall have the right, notwithstanding any other provisions of this Agreement, to terminate this Agreement, at its option and without prejudice to any other remedy to which it may be entitled to at law, in equity, or under this Agreement, immediately upon service of written notice of termination on the Consultant, if the latter should: a. Be adjudged a bankrupt; b. Become insolvent or have a receiver of its assets or property appointed because of insolvency; c. Make a general assignment for the benefit of creditors; d. Default in the performance of any obligation or payment of any indebtedness under this Agreement; e. Suffer any judgment against it to remain unsatisfied or unbonded of record for thirty (30) days or longer; or f. Institute or suffer to be instituted any procedures for reorganization or rearrangement of its affairs. . Jones Hall 5 4.3. Compensation. In the event of termination, City shall pay Consultant for reasonable costs incurred and professional services satisfactorily performed up to and including the effective date of the City’s written notice of termination, within forty-five (45) days after the effective date of the notice of termination or the final invoice of the Consultant, whichever occurs last. Compensation for work in progress shall be prorated based on the percentage of work completed as of the effective date of termination in accordance with the fees set forth herein. 4.4. Documents. In the event of termination of this Agreement, all documents prepared by Consultant in its performance of this Agreement including, but not limited to, finished or unfinished design, development and construction documents, data studies, drawings, maps and reports, shall be delivered to the City within ten (10) days of the effective date of the notice of termination, at no cost to City. 5.0. INSURANCE Contractor shall procure and maintain for the duration of the contract insurance against claims for injuries to persons or damages to property which may arise from or in connection with the performance of the work hereunder and the results of that work by the Contractor, his agents, representatives, employees or subcontractors. 5.1 Minimum Scope and Limits of Insurance. Coverage shall be at least as broad as: (a) Commercial General Liability (CGL): Insurance Services Office Form CG 00 01 covering CGL on an “occurrence” basis, including products and completed operations, property damage, bodily injury and personal & advertising injury with limits no less than $2,000,000 per occurrence. If a general aggregate limit applies, either the general aggregate limit shall apply separately to this project/location (ISO CG 25 03 or 25 04) or the general aggregate limit shall be twice the required occurrence limit. (b) Automobile Liability: ISO Form Number CA 00 01 covering any auto (Code 1), or if Contractor has no owned autos, hired, (Code 8) and non- owned autos (Code 9), with limit no less than $1,000,000 per accident for bodily injury and property damage. (c) Workers’ Compensation: as required by the State of California, with Statutory Limits, and Employer’s Liability Insurance with limit of no less than $1,000,000 per accident for bodily injury or disease. (d) Professional Liability (Errors and Omissions) Insurance appropriates to the Consultant’s profession, with limit no less than $1,000,000 per occurrence or claim, $2,000,000 aggregate. If the Contractor maintains broader coverage and/or higher limits than the minimums shown above, the City requires and shall be entitled to the broader coverage and/or the higher limits maintained by the contractor. Any available insurance proceeds in excess of the specified minimum limits of insurance and coverage shall be available to the City. . Jones Hall 6 5.2. Other Insurance Provisions. The insurance policies are to contain, or be endorsed to contain, the following provisions: (a) Additional Insured Status: The City, its officers, officials, employees, and volunteers are to be covered as additional insureds on the CGL policy with respect to liability arising out of work or operations performed by or on behalf of the Contractor including materials, parts, or equipment furnished in connection with such work or operations. General liability coverage can be provided in the form of an endorsement to the Contractor’s insurance (at least as broad as ISO Form CG 20 10 11 85 or if not available, through the addition of both CG 20 10, CG 20 26, CG 20 33, or CG 20 38; and CG 20 37 if a later edition is used). (b) Primary Coverage: For any claims related to this contract, the Contractor’s insurance coverage shall be primary coverage at least as broad as ISO CG 20 01 04 13 as respects the City, its officers, officials, employees, and volunteers. Any insurance or self-insurance maintained by the City, its officers, officials, employees, or volunteers shall be excess of the Contractor’s insurance and shall not contribute with it. (c) Notice of Cancellation: Each insurance policy required above shall provide that coverage shall not be canceled, except with notice to the City. (d) Waiver of Subrogation: Contractor hereby grants to City a waiver of any right to subrogation which any insurer of said Contractor may acquire against the City by virtue of the payment of any loss under such insurance. Contractor agrees to obtain any endorsement that may be necessary to affect this waiver of subrogation, but this provision applies regardless of whether or not the City has received a waiver of subrogation endorsement from the insurer. (e) Self-Insured Retentions: Self-insured retentions must be declared to and approved by the City. The City may require the Contractor to purchase coverage with a lower retention or provide proof of ability to pay losses and related investigations, claim administration, and defense expenses within the retention. The policy language shall provide, or be endorsed to provide, that the self-insured retention may be satisfied by either the named insured or City. (f) Acceptability of Insurers: Insurance is to be placed with insurers with a current A.M. Best’s rating of no less than A:VII, unless otherwise acceptable to the City. (g) Verification of Coverage: Contractor shall furnish the City with original certificates and amendatory endorsements or copies of the applicable policy language effecting coverage required by this clause. All certificates and endorsements are to be received and approved by the City before work commences. However, failure to obtain the required documents prior to the work beginning shall not waive the Contractor’s obligation to provide them. The City reserves the right to require complete, certified . Jones Hall 7 copies of all required insurance policies, including endorsements required by these specifications, at any time. (h) Subcontractors: Consultant shall require and verify that all subcontractors maintain insurance meeting all the requirements stated herein, and Contractor shall ensure that City is an additional insured on insurance required from subcontractors. 5.3. Deductible or Self Insured Retention. If any of such policies provide for a deductible or self-insured retention to provide such coverage, the amount of such deductible or self-insured retention shall be approved in advance by City. 5.4. Certificates of Insurance. Consultant shall provide to City certificates of insurance showing the insurance coverages and required endorsements described above, in a form and content approved by City, prior to performing any services under this Agreement. 5.5. Non-limiting. Nothing in this Section shall be construed as limiting in any way the indemnification provision contained in this Agreement. 6.0. GENERAL PROVISIONS 6.1. Entire Agreement. This Agreement constitutes the entire agreement between the parties with respect to any matter referenced herein and supersedes any and all other prior writings and oral negotiations. This Agreement may be modified only in writing, and signed by the parties in interest at the time of such modification. 6.2. Representatives. The City Manager or his or her designee shall be the representative of City for purposes of this Agreement and may issue all consents, approvals, directives and agreements on behalf of the City, called for by this Agreement, except as otherwise expressly provided in this Agreement. Consultant shall designate a representative for purposes of this Agreement who shall be authorized to issue all consents, approvals, directives and agreements on behalf of Consultant called for by this Agreement, except as otherwise expressly provided in this Agreement. 6.3. Key Personnel. It is the intent of both parties to this Agreement that Consultant shall make available the professional services of Charles “Chick” Adams, Shareholder, Juan M. Galvan, Shareholder and James Wawrzyniak, Jr., Shareholder, who shall coordinate directly with City. Any substitution of key personnel must be approved in advance by City’s Representative and the Agreement shall be amended to reflect the changes. 6.4. Notices. Any notices, documents, correspondence or other communications concerning this Agreement or the work hereunder may be provided by personal delivery, facsimile, Email or by U.S. mail. If by U.S. mail, it shall be addressed as set forth below and placed in a sealed envelope, postage prepaid, and deposited in the United States Postal Service. Such communication shall be deemed served or delivered: a) at the time of delivery if such communication is sent by personal delivery; b) at the time of transmission if such communication is sent by facsimile or by Email; and c) 72 hours after deposit in the U.S. Mail as reflected by the official U.S. postmark if such communication is sent through regular United States mail. . Jones Hall 8 IF TO CONSULTANT: IF TO CITY: Jones Hall 475 Sansome Street, Suite 1700 San Francisco, CA 94111 City of West Covina 1444 West Garvey Ave. South West Covina, CA 91790 Tel: (415) 391-5780 Tel: (626) 939-8463 Fax: (415) 276-2088 Email: cadams@joneshall.com Fax: (626) 939-8664 Email: christa.buhagiar@westcovina.org Attn: Charles “Chick” Adams Attn: Christa Buhagiar 6.5. Attorneys’ Fees. If litigation is brought by any party in connection with this Agreement against another party, the prevailing party shall be entitled to recover from the opposing party all costs and expenses, including reasonable attorneys’ fees, incurred by the prevailing party in the exercise of any of its rights or remedies hereunder or the enforcement of any of the terms, conditions, or provisions hereof. 6.6. Governing Law. This Agreement shall be governed by and construed under the laws of the State of California without giving effect to that body of laws pertaining to conflict of laws. In the event of any legal action to enforce or interpret this Agreement, the parties hereto agree that the sole and exclusive venue shall be a court of competent jurisdiction located in Los Angeles County, California. 6.7. Assignment. Consultant shall not voluntarily or by operation of law assign, transfer, sublet or encumber all or any part of Consultant's interest in this Agreement without City's prior written consent. Any attempted assignment, transfer, subletting or encumbrance shall be void and shall constitute a breach of this Agreement and cause for termination of this Agreement. Regardless of City's consent, no subletting or assignment shall release Consultant of Consultant's obligation to perform all other obligations to be performed by Consultant hereunder for the term of this Agreement. 6.8. Indemnification and Hold Harmless. The Consultant shall indemnify and hold harmless the City from and against any and all losses, claims, demands, damages, liabilities, actions, judgments and awards (collectively, “Claims”) sustained by the City that are determined in a final, binding judgment against Attorneys by a court of competent jurisdiction to have proximately resulted from professional negligence of the Consultant in connection with its performance of legal services under this Agreement. Nothing in this Section 6.8 shall obligate the Consultant to pay or reimburse the City for any damages, legal costs or expenses incurred, including attorneys’ fees, unless the Consultant is adjudicated liable for such damages, legal costs or expenses incurred, including attorneys’ fees, in such a final judgment.This provision shall supersede and replace all other indemnity provisions contained either in the City’s specifications or Consultant’s Proposal, which shall be of no force and effect. 6.9. Independent Contractor. Consultant is and shall be acting at all times as an independent contractor and not as an employee of City. Consultant shall have no power to incur any debt, obligation, or liability on behalf of City or otherwise act on behalf of City as an agent. Neither City nor any of its agents shall have control over the conduct of Consultant or any of Consultant’s employees, except as set forth in this Agreement. Consultant shall not, at any time, or in any manner, represent that it or any of its or employees are in any manner agents or employees of City. Consultant shall secure, at its sole expense, and be responsible for any and all payment of Income Tax, Social Security, State Disability Insurance Compensation, Unemployment Compensation, and other payroll deductions for Consultant and its officers, agents, and employees, and all business licenses, if any are required, in connection with the services to be performed hereunder. Consultant shall indemnify and hold City harmless from . Jones Hall 9 any and all taxes, assessments, penalties, and interest asserted against City by reason of the independent contractor relationship created by this Agreement. Consultant further agrees to indemnify and hold City harmless from any failure of Consultant to comply with the applicable worker’s compensation laws. City shall have the right to offset against the amount of any fees due to Consultant under this Agreement any amount due to City from Consultant as a result of Consultant’s failure to promptly pay to City any reimbursement or indemnification arising under this paragraph. 6.10. PERS Eligibility Indemnification. In the event that Consultant or any employee, agent, or subcontractor of Consultant providing services under this Agreement claims or is determined by a court of competent jurisdiction or the California Public Employees Retirement System (PERS) to be eligible for enrollment in PERS as an employee of the City, Consultant shall indemnify, defend, and hold harmless City for the payment of any employee and/or employer contributions for PERS benefits on behalf of Consultant or its employees, agents, or subcontractors, as well as for the payment of any penalties and interest on such contributions, which would otherwise be the responsibility of City. Notwithstanding any other agency, state or federal policy, rule, regulation, law or ordinance to the contrary, Consultant and any of its employees, agents, and subcontractors providing service under this Agreement shall not qualify for or become entitled to, and hereby agree to waive any claims to, any compensation, benefit, or any incident of employment by City, including but not limited to eligibility to enroll in PERS as an employee of City and entitlement to any contribution to be paid by City for employer contribution and/or employee contributions for PERS benefits. 6.11. Cooperation. In the event any claim or action is brought against City relating to Consultant’s performance or services rendered under this Agreement, Consultant shall render any reasonable assistance and cooperation which City might require. 6.12. Ownership of Documents. All findings, reports, documents, information and data including, but not limited to, computer tapes or discs, files and tapes furnished or prepared by Consultant or any of its subcontractors in the course of performance of this Agreement, shall be and remain the sole property of City. Consultant agrees that any such documents or information shall not be made available to any individual or organization without the prior consent of City. Any use of such documents for other projects not contemplated by this Agreement, and any use of incomplete documents, shall be at the sole risk of City and without liability or legal exposure to Consultant. City shall indemnify and hold harmless Consultant from all claims, damages, losses, and expenses, including attorneys’ fees, arising out of or resulting from City’s use of such documents for other projects not contemplated by this Agreement or use of incomplete documents furnished by Consultant. Consultant shall deliver to City any findings, reports, documents, information, data, in any form, including but not limited to, computer tapes, discs, files audio tapes or any other Project related items as requested by City or its authorized representative, at no additional cost to the City. Consultant or Consultant’s agents shall execute such documents as may be necessary from time to time to confirm City’s ownership of the copyright in such documents. 6.13. Electronic Safeguards. Contractor shall identify reasonably foreseeable internal and external risks to the privacy and security of personal information that could result in the unauthorized disclosure, misuse, alteration, destruction or other compromise of the information. Contractor shall regularly assess the sufficiency of any safeguards and information security awareness training in place to control reasonably foreseeable internal and external risks, and evaluate and adjust those safeguards in light of the assessment. . Jones Hall 10 6.14. Economic Interest Statement. Consultant hereby acknowledges that pursuant to Government Code Section 87300 and the Conflict of Interest Code adopted by City hereunder, Consultant is designated in said Conflict of Interest Code and is therefore required to file an Economic Interest Statement (Form 700) with the City Clerk, for each employee providing advise under this Agreement, prior to the commencement of work, unless waived by the City Manager. 6.15. Conflict of Interest. Consultant and its officers, employees, associates and subconsultants, if any, will comply with all conflict of interest statutes of the State of California applicable to Consultant's services under this agreement, including, but not limited to, the Political Reform Act of 1974 (Government Code Section 81000, et seq.) and Government Code Sections 1090-1092. Consultant covenants that none of Consultant’s officers or principals have any interest in, or shall acquire any interest, directly or indirectly, which will conflict in any manner or degree with the performance of the services hereunder, including in any manner in violation of the Political Reform Act. Consultant further covenants that in the performance of this Agreement, no person having such interest shall be used by Consultant as an officer, employee, agent, or subconsultant. Consultant further covenants that Consultant has not contracted with nor is performing any services, directly or indirectly, with any developer(s) and/or property owner(s) and/or firm(s) and/or partnership(s) owning property in the City and further covenants and agrees that Consultant and/or its subconsultants shall provide no service or enter into any agreement or agreements with a/any developer(s) and/or property owner(s) and/or firm(s) and/or partnership(s) owning property in the City prior to the completion of the work under this Agreement. 6.16. Prohibited Employment. Consultant will not employ any regular employee of City while this Agreement is in effect. 6.17. Order of Precedence. In the event of an inconsistency in this Agreement and any of the attached Exhibits, the terms set forth in this Agreement shall prevail. If, and to the extent this Agreement incorporates by reference any provision of any document, such provision shall be deemed a part of this Agreement. Nevertheless, if there is any conflict among the terms and conditions of this Agreement and those of any such provision or provisions so incorporated by reference, this Agreement shall govern over the document referenced. 6.18. Costs. Each party shall bear its own costs and fees incurred in the preparation and negotiation of this Agreement and in the performance of its obligations hereunder except as expressly provided herein. 6.19. No Third Party Beneficiary Rights. This Agreement is entered into for the sole benefit of City and Consultant and no other parties are intended to be direct or incidental beneficiaries of this Agreement and no third party shall have any right in, under or to this Agreement. 6.20. Headings. Paragraphs and subparagraph headings contained in this Agreement are included solely for convenience and are not intended to modify, explain or to be a full or accurate description of the content thereof and shall not in any way affect the meaning or interpretation of this Agreement. 6.21. Amendments. Only a writing executed by the parties hereto or their respective successors and assigns may amend this Agreement. . Jones Hall 11 6.22. Waiver. The delay or failure of either party at any time to require performance or compliance by the other of any of its obligations or agreements shall in no way be deemed a waiver of those rights to require such performance or compliance. No waiver of any provision of this Agreement shall be effective unless in writing and signed by a duly authorized representative of the party against whom enforcement of a waiver is sought. The waiver of any right or remedy in respect to any occurrence or event shall not be deemed a waiver of any right or remedy in respect to any other occurrence or event, nor shall any waiver constitute a continuing waiver. 6.23. Severability. If any provision of this Agreement is determined by a court of competent jurisdiction to be unenforceable in any circumstance, such determination shall not affect the validity or enforceability of the remaining terms and provisions hereof or of the offending provision in any other circumstance. Notwithstanding the foregoing, if the value of this Agreement, based upon the substantial benefit of the bargain for any party, is materially impaired, which determination made by the presiding court or arbitrator of competent jurisdiction shall be binding, then both parties agree to substitute such provision(s) through good faith negotiations. 6.24. Counterparts and Electronic Signatures. This Agreement may be executed in one or more counterparts, each of which shall be deemed an original. All counterparts shall be construed together and shall constitute one agreement. Counterpart written signatures may be transmitted by facsimile, email or other electronic means and have the same legal effect as if they were original signatures. 6.25. Corporate Authority. The persons executing this Agreement on behalf of the parties hereto warrant that they are duly authorized to execute this Agreement on behalf of said parties and that by doing so the parties hereto are formally bound to the provisions of this Agreement. 6.26 Taxpayer Identification Number. Consultant shall provide City with a complete Request for Taxpayer Identification Number and Certification, Form W9, as issued by the Internal Revenue Service. . Jones Hall 12 IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed by and through their respective authorized officers, as of the date first above written. CITY OF WEST COVINA, A municipal corporation __________________________________ Date: __________________________ Chris Freeland, City Manager CONSULTANT __________________________________ Date: __________________________ Charles Adams, Shareholder ATTEST: ________________________________ Assistant City Clerk of the City of West Covina APPROVED AS TO FORM: __________________________________ Date: ________________________ Kimberly Hall Barlow, City Attorney APPROVED AS TO INSURANCE: ____________________________________ Date: ________________________ Risk Management . Jones Hall 13 EXHIBIT A SCOPE OF SERVICES To perform all necessary bond counsel services, disclosure counsel services and/or special services as requested by the City of West Covina: I. Scope of Engagement as Bond Counsel. Consultant shall perform all of the following services as bond counsel in connection with the issuance and sale of each series of bonds (each such series, the “Bonds”): a. Consultation and cooperation with the City and City staff to assist in the formulation of a coordinated financial and legal issuance of the Bonds. b. Preparation of all legal proceedings for the authorization, issuance and delivery of the Bonds by the City; including (a) preparation of a resolution of the governing board of the City authorizing the issuance and sale of the Bonds and approving related documents and actions, (b) preparation of all financing documents, (c) preparation of all documents required for the closing of the issue, (d) supervising the closing, and (e) preparation of all other proceedings incidental to or in connection with the issuance and sale of the Bonds. c. Advising the City, from the time Consultant is hired as Bond Counsel until the Bonds are issued, as to compliance with federal tax law as required to ensure that interest on the Bonds is exempt from federal income taxation. d. Upon completion of proceedings to Consultant’s satisfaction, providing a legal opinion (the “Bond Opinion”) approving the validity and enforceability of the proceedings for the authorization, issuance and delivery of the Bonds, and stating that interest on the Bonds is (a) excluded from gross income for purposes of federal income taxes and (b) exempt from California personal income taxation. The Bond Opinion will be addressed to the City, and may also be addressed to the underwriter of the Bonds and other participants in the financing. e. Review those sections of the official statement or other form of offering or disclosure document to be disseminated in connection with the sale of the Bonds involving summary descriptions of the Bonds, the legal proceedings leading to the authorization and sale of the Bonds, the legal documents under which the Bonds will be issued, and federal tax law and securities law provisions applicable to the Bonds, as to completeness and accuracy. f. Assist the City in presenting information to bond rating organizations and providers of credit enhancement relating to legal issues affecting the issuance of the Bonds. g. Such other and further services as are normally performed by bond counsel in connection with similar financings. . Jones Hall 14 Consultant’s Bond Opinion will be delivered by the Consultant on the date the Bonds are exchanged for their purchase price (the "Closing"). The Bond Opinion will be based on facts and law existing as of its date, will cover certain matters not directly addressed by such authorities, and will represent Consultant’s judgment as to the proper treatment of the Bonds for federal income tax purposes. Consultant’s opinion is not binding on the Internal Revenue Service (“IRS”) or the courts. The Consultant cannot and will not give any opinion or assurance about the effect of future changes in the Internal Revenue Code of 1986 (the “Code”), the applicable regulations, the interpretation thereof or the enforcement thereof by the IRS. Client acknowledges that future legislation, if enacted into law, or clarification of the Code may cause interest on the Bonds to be subject, directly or indirectly, to federal income taxation, or otherwise prevent owners of the Bonds from realizing the full current benefit of the tax status of such interest. The introduction or enactment of any such future legislation or clarification of the Code may also affect the market price for, or marketability of, the Bonds. The Consultant will express no opinion regarding any pending or proposed federal tax legislation. In rendering the Bond Opinion, the Consultant will rely upon the certified proceedings and other certifications of public officials and other persons furnished to the Consultant without undertaking to verify the same by independent investigation, and the Consultant will assume continuing compliance by the City with applicable laws relating to the Bonds. II. Scope of Engagement as Disclosure Counsel. The Consultant shall perform all of the following services as disclosure counsel in connection with the issuance and sale of the Bonds: a. Prepare the Official Statement (both preliminary and final) or other disclosure documents in connection with the offering of the Bonds. b. Confer and consult with the officers and administrative staff of the City as to matters relating to the Official Statement. c. Attend all meetings of the City and any administrative meetings at which the Official Statement is to be discussed or deemed necessary by the Consultant for the proper exercise of its due diligence with respect to the Official Statement, or when specifically requested by the City to attend. d. On behalf of the Client, prepare a continuing disclosure certificate of the Client to assist the underwriter with complying with Securities and Exchange Commission Rule 15c2-12. e. Subject to the completion of proceedings to the satisfaction of Attorneys, provide a letter of the Consultant addressed to the City and the underwriter that, although the Consultant is not passing upon and does not assume any responsibility for the accuracy, completeness or fairness of the statements contained in the Official Statement and make no representation that the Consultant has independently verified the accuracy, completeness or fairness of any such statements, no facts have come to the Consultant’s attention that cause the Consultant to believe that the Official Statement (except for any financial and statistical data and forecasts, numbers, estimates, assumptions and expressions of opinion, and information concerning any Bond insurance policy and bond insurer, and information concerning the Depository Trust Company and the book-entry system for the Bonds, contained or incorporated by reference in the Official Statement and the appendices to the Official . Jones Hall 15 Statement, which the Consultants will expressly exclude from the scope of this sentence) as of the date of the Official Statement or the date hereof contains any untrue statement of a material fact or omits to state any material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading. III. Excluded Services. Our duties in this engagement are limited to those expressly set forth above, except as expressly set forth in a written amendment to this Agreement. Among other things, our duties do not include: a. Preparing requests for tax rulings from the Internal Revenue Service, or “no-action” letters from the Securities and Exchange Commission. b. Preparing blue sky or investment surveys with respect to the Bonds. c. Except as described in II(b) above, drafting state constitutional or legislative amendments. d. Pursuing test cases or other litigation, such as contested validation proceedings, except as set forth above. e. Making an investigation or expressing any view as to the creditworthiness of the City or the Bonds. f. After Closing, providing advice concerning any actions necessary to assure compliance with any continuing disclosure undertaking under Securities and Exchange Commission Rule 15c2-12. g. Representing the City in Internal Revenue Service examinations, audits or inquiries, or Securities and Exchange Commission investigations. h. After Closing, unless specifically requested to do so by Client, and agreed to by Attorneys, providing continuing advice to the City or any other party concerning any actions that need to be taken regarding the Bonds; e.g., actions necessary to assure that interest paid on the Bonds will continue to be excludable from gross income for federal income tax purposes (e.g., our engagement does not include rebate calculations for the Bonds). i. Reviewing or opining on the business terms, validity, or federal tax consequences of any investment agreement that the City may choose as an investment vehicle for the proceeds of the Bonds, unless the Client and the Consultant agree on the terms of such review and compensation for such review. j. Reviewing or opining on the business terms of, validity, or federal tax consequences of any derivative financial products, such as an interest rate swap agreement, that the City may choose to enter into in connection with the issuance of the Bonds, unless the Client and the Consultant agree on the terms of such review and compensation for such review. k. Addressing any other matter not specifically set forth above that is not required to render our Bond Opinion. . Jones Hall 16 EXHIBIT B FEE SCHEDULE Flat-Fee Billing for Transactions. In general, we bill on a flat-rate basis for each bond transaction on which we work. Our fees for bond counsel services are based upon factors such as the anticipated amount of the work involved and the size of the financing, and are not based on hourly rates. Our fees include all reasonable follow-up work done at the request of the issuer. Our fees are charged on a strictly contingent basis -- if the financing does not close, we receive no compensation. Similarly, our fees for disclosure counsel services are based upon factors such as the anticipated amount of the work involved and the size of the financing (and are not based on hourly rates), and would be charged on a strictly contingent basis. General overhead and administrative costs are included in our contingent fee arrangements described above. We would expect reimbursement for out-of-pocket expenses incurred by us for shipping, delivery and courier service, photocopying, official transcript production and expenses for travel outside of California, if any. We do not charge for word processing, telephone calls or telecopy expenses. Our out-of-pocket expenses are generally in the $2,500 to $5,000 range for long-term financings. Hourly Billing. To the extent mutually agreeable between the firm and the City, we could arrange for hourly billing outside of the context of a bond transaction. Our fees would be $500/hour for partners, and $400/hour for associates. AGENDA STAFF REPORT City of West Covina | Office of the City Manager DATE: May 16, 2017 TO: Mayor and City Council FROM: Chris Freeland City Manager SUBJECT: THIRD QUARTER FINANCIAL REPORT FOR FISCAL YEAR 2016-17 RECOMMENDATION: It is recommended that the City Council: 1) Receive and file the Third Quarter Financial Report for Fiscal Year 2016-17; and 2) Adopt the following resolution: RESOLUTION NO. 2017-46 - A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF WEST COVINA, CALIFORNIA, ADOPTING A BUDGET AMENDMENT FOR THE FISCAL YEAR COMMENCING JULY 1, 2016, AND ENDING JUNE 30, 2017 (Third Quarter Financial Report) DISCUSSION: The Third Quarter Financial Report (Attachment No. 1) is being presented to the City Council and the public to provide a status update of the City’s financials as of March 31, 2017. Financial data is reported on a cash basis, meaning that revenue is reported when cash is received and expenditures are reported when cash payments are made. Many revenue and expenditure transactions do not occur at uniform times or at equal intervals throughout the year. Consequently, although the third quarter represents 75% of the fiscal year, not all line items will be at 75% of the budget as of the end of the third quarter. AGENDA ITEM NO. 6 Third Quarter Financial Report for Fiscal Year 2016-17 Page 2 of 4 – May 16, 2017 Making sense of the information presented herein requires consideration of the cash flow factors of major revenues and expenditures. For instance, while expenditure outflows for normal operations tend to be relatively even, the cash flow timing of capital expenditures and major revenues such as property taxes are not as equalized. General Fund As of March 31, 2017, General Fund revenues totaled $37.4 million (61% of the budget) while expenditures totaled $46.5 million (74% of the budget). The excess of expenditures over revenues equals the $9.1 million reduction in fund balance. Revenues Although total General Fund revenues are at only 61% of the budget through the end of the third quarter, the City anticipates receiving the budgeted $61.2 million in revenue by fiscal year end. The two largest revenue sources are property tax and sales tax. Together, these two revenues account for 65% of the General Fund’s revenue budget. • Property Tax: The General Fund’s largest revenue source, property tax, has $12 million revenue recorded at March 31 (53% of the $22.7 million budget), which is comparable to the prior year. The property tax line item includes secured and unsecured property taxes (budgeted at $10.4 million) as well as the property tax in lieu of vehicle license fees (budgeted at $10.5 million). Secured and unsecured property tax payments are distributed in two main payments; the first payment is distributed in December (during the second quarter), and the second payment is distributed in April (during the fourth quarter). Property tax payments in lieu of vehicle license fees will be received in two installments; the first distribution was in January 2017 for $5.4 million and the second installment will be in May 2017 (during the fourth quarter). Also included in the property tax line item is the redistributed Redevelopment Property Tax Trust Fund (RPTTF) (budgeted at $1.8 million). Payments for this will be received in two installments; the first distribution was at the end of December 2016, but receipted in January 2017 for $582,000 and the second installment will be distributed and received at the end of June 2017 (during the fourth quarter). • Sales Tax: The next largest revenue source, sales tax, has $10.2 million recorded at March 31 (61% of the $16.8 million budget). Sales tax receipts always lag by two to three months; the City received the January advance and 4th quarter clean up payment of $1,346,368 in March 2017. The City is on track to meet the budgeted revenue for sales tax. Third Quarter Financial Report for Fiscal Year 2016-17 Page 3 of 4 – May 16, 2017 Expenditures The General Fund’s expenditures total $46.5 million at March 31 (74% of the $63.7 million budget). This is greater than the prior year, where 65% of the General Fund’s annual expenditures were incurred by the end of the third quarter. A large contributor to this relates to the transfers out being greater than the current year due to the clean-up transfer to eliminate the deficits in the self- insurance funds. The budget amendment regarding clean-up transfers was approved at the March 15, 2016, City Council meeting. • City Administration includes City Council, City Manager, City Treasurer, City Clerk, Economic Development, Finance and Human Resources. The budget for these departments totals $6.8 million, and as of March 31, expenditures totaled $4.4 million (65% of the budget). • The Planning Department accounts for the General Plan, current planning, and environmental review. This department has a budget of $798,386, and as of March 31, expenditures totaled $459,347 (58% of the budget). • The Police Department has the largest expenditure budget at $30.1 million (48% of the total General Fund budget). As of March 31, expenditures totaled $22.8 million (76% of the budget). • The Fire Department has the second largest expenditure budget at $15.8 million (25% of the total General Fund budget). As of March 31, expenditures totaled $12.1 million (76% of the budget). • The Public Works Department covers a wide range of services that are provided to the community including engineering, building and safety, street maintenance, lighting & landscaping, and facility operations. This department has a budget of $4.6 million, and as of March 31, expenditures totaled $3.2 million (70% of the budget). • The Community Services Department provides a wide range of services and events to the community including leisure activities, sports programs, health & wellness activities, senior programs, child-care programs and transportation services. This department has a budget of $2.1 million, and as of March 31, expenditures totaled $1.5 million (69% of the budget). The adopted Fiscal Year 2016-17 budget included an anticipated 3% salary savings for all departments. As of the Third Quarter Financial Report, the total 3% salary savings has not been realized across all departments. While the General Fund’s expenditures are at 74% of the total budget, it should ideally be between 58% and 67 % because maintenance and operations expenses are paid for after the service is performed. As a result, staff is recommending that an appropriation of $1,462,450 from the General Fund’s fund balance be made to remove the 3% salary savings (Attachment No. 3). Nicole Lugotoff Accounting Manager Third Quarter Financial Report for Fiscal Year 2016-17 Page 4 of 4 — May 16, 2017 Capital Improvement Program (CIP) Update Attachment No. 2 to this report provides a listing of all CIP projects for Fiscal Year 2016-17 along with a status update for each project. COUNCIL GOALS & OBJECTIVES: This item supports the 2016-2017 City Council Goal of Build Financial Health and Economic Stability for the City. OPTIONS: The City Council has the following options: 1. Adopt staff's recommendation; 2. Receive and file the Third Quarter Financial Report for Fiscal Year 2016-17, but do not appropriate funds to remove the 3% salary savings from the budget; or 3. Provide alternative direction. FISCAL IMPACT: As of the end of the third quarter, staff does not anticipate meeting the anticipated 3% salary savings that was incorporated into the expenditure budget for all departments. The proposed budget amendment will increase the expenditure budget and reduce the fund balance reserve to 16.9% which is below the policy of at least 20% of General Fund operating expenditures. Prepared by: Reviewed and Approved by: Christa Buhagiar Finance Director ATTACHMENTS: Attachment No. 1 — Third Quarter Financial Report for Fiscal Year 2016-17 Attachment No. 2— CIP Third Quarter Status Update Attachment No. 3 — Resolution No. 2017-46 Attachment No. 1 Fiscal Year 2016‐2017 Third Quarter Financial Report March 31, 2017 CITY OF WEST COVINA SUMMARY OF CHANGES IN THE GENERAL FUND BALANCE QUARTER ENDING MARCH 31, 2017 Beginning Fund Balance at 7/1/16 22,236,122$        Revenues 37,425,118$     Expenditures (46,663,541)      Revenues over (under) expenditures (9,238,423)           Fund Balance at 3/31/17 12,997,699$        Less: Nonspendable for Prepaids and Advances (7,129,779)           Unassigned Fund Balance at 3/31/17 5,867,920$           Unassigned Fund Balance as a % of Operating Expenditures 9.32% CITY OF WEST COVINA SUMMARY OF CHANGES IN THE GENERAL FUND BALANCE YEAR ENDING JUNE 30, 2017 Beginning Fund Balance at 7/1/16 22,236,122$        Budgeted Revenues 61,231,459$     Budgeted Expenditures (62,969,045)      Revenues over (under) expenditures (1,737,586)           Estimated Fund Balance at 6/30/17 20,498,536$        Less: Nonspendable for Prepaids and Advances (7,129,779)           Fire MOU ‐ 4/4/17 (908,537)               Residual Tax Increment ‐ 4/4/17 178,243                PMA MOU ‐ 4/18/17 (69,065)                 Districting ‐ 5/2/17 (33,000)                 Eliminate 3% Salary Savings ‐ 5/16/17 (1,462,450)           Estimated Unassigned Fund Balance at 6/30/17 11,073,948$        Unassigned Fund Balance as a % of Operating Expenditures 16.9% Note: Fund Balance Reserve Policy set the minimum unassigned fund balance to at least 20% of General Fund  operating expenditures. CITY OF WEST COVINAGENERAL FUND REVENUESQUARTER ENDING MARCH 31, 2017FY 2016‐17 FY 2015‐16 Q3 VarianceYear‐to‐Date Prior YTD Q3 Actual FY 2016‐17Actual through Q3 Actual Prior Year Actual through as a % ofto FY 2015‐16Adjusted 3/31/2017 as a % ofAdjusted 3/31/2016 Annual Increase /Revenue Type Budget* (75% of FY) Budget Budget (75% of FY) Revenue (Decrease)Property Tax 22,660,034$    11,970,202$      53% 21,297,675$    11,821,064$            56% 149,138$           Sales Tax 16,799,000       10,237,143        61%A16,925,000       7,448,185                44% 2,788,958          Franchise Tax 3,700,000         1,621,221           44% 3,500,000         1,145,966                33% 475,255             Transient Occupancy Tax 1,800,000         1,073,180           60% 1,450,000         1,162,716                80% (89,536)              Business License Tax 2,075,000         1,658,678           80% 2,075,000         1,556,021                75% 102,657             Documentary Transfer Tax 300,000            263,501              88% 300,000            265,218                   88% (1,717)                Contractors License Tax 200,000            189,936              95% 135,000            256,076                   190% (66,140)              Licenses and Permits 1,067,400         687,924              64% 1,185,000         913,341                   77% (225,417)            Fines & Forfeitures 740,800            551,223              74% 773,000            474,890                   61% 76,333                Use of Money and Property 625,000            605,616              97%C610,000            691,959                   113%C(86,343)              Revenue from other Agencies 2,188,866         1,948,246           89% 1,786,239         1,563,108                88% 385,138             Charges for Services 5,490,573         4,092,453           75% 3,212,388         2,690,314                84% 1,402,139          Interfund Charges 1,011,572         753,676              75% 1,137,810         853,357                   75% (99,681)              Other Revenues 1,448,214         1,394,276           96% 176,000            113,328                   64% 1,280,948          Transfers In 1,055,000         340,149              32% 1,521,775         1,869,105                123% (1,528,956)         BTotal Revenues 61,161,459$    37,387,424$      61% 56,084,887$    32,824,648$            59% 4,562,776$        * Includes budget amendment #107 from the April 4, 2017, City Council meeting.Note: The Fire Training Fund and Integrated Waste Management Fund are not reflected in this Financial Report.A ‐ With the end of the triple flip, the City is now receiving the original Bradley Burns tax rate of 0.25 percent.C ‐ Interest is allocated to other funds at June 30, 2017.B ‐ Transfers in was greater than the current year because of a clean up entry related to the Redevelopment Property Tax Trust Fund (RPTTF) money being booked into the Sewer Fund incorrectly.  A budget amendment was approved at the April 5, 2016, City Council meeting. CITY OF WEST COVINAGENERAL FUND EXPENDITURES BY DEPARTMENT QUARTER ENDING MARCH 31, 2017FY 2016‐17 FY 2015‐16 Q3 VarianceYear‐to‐Date Prior YTD Q3 Actual FY 2016‐17Actual through Q3 Actual Prior Year Actual through as a % of to FY 2015‐16Adjusted 3/31/2017 as a % of Adjusted 3/31/2016 Annual Increase /Department Budget* (75% of FY) Budget Budget (75% of FY) Expenditures (Decrease)Administration 1,653,913$      1,142,411$        69% 1,132,039$      691,203$           61% 451,208$        City Clerk 941,821            587,409              62% 915,727            670,813              73% (83,404)           Finance 3,233,659        2,253,807          70% 2,532,864        1,514,139          60% 739,668          Human Resources 966,426            462,391              48% 717,528            424,960              59% 37,431             Planning 798,386            459,347              58% 551,569            380,941              69% 78,406             Police 30,142,435      22,834,119        76% 27,183,419      20,048,727        74% 2,785,392       Fire 15,840,388      12,114,637        76% 15,808,515      12,255,120        78% (140,483)         Public Works 4,552,476        3,165,940          70% 5,231,775        3,630,951          69% (465,011)         Community Services 2,137,121        1,481,063          69% 2,254,007        1,396,623          62% 84,440             Transfers Out 2,497,731        1,997,386          80% 8,898,232        1,496,040          17%A501,346          Total 62,764,356$    46,498,510$      74% 65,225,675$    42,509,517$      65% 3,988,993$     * Includes budget amendment #107 from the April 4, 2017, City Council meeting.Note: The Fire Training Fund and Integrated Waste Management Fund are not reflected in this Financial Report.A ‐ Transfers out was greater than the current year due to the clean‐up transfer to eliminate the deficits in the self‐insurance funds.  The budget amendment was approved at the March 15, 2016, City Council meeting.   CITY OF WEST COVINAGENERAL FUND EXPENDITURES BY CATEGORY QUARTER ENDING MARCH 31, 2017FY 2016‐17 FY 2015‐16 Q3 VarianceYear‐to‐Date Prior YTD Q3 Actual FY 2016‐17Actual through Q3 Actual Prior Year Actual through as a % of to FY 2015‐16Adjusted 3/31/2017 as a % of Adjusted 3/31/2016 Annual Increase /Expenditure Type Budget* (75% of FY) Budget Budget (75% of FY) Expenditures (Decrease)Personnel Services 48,874,546$   37,531,209$      77%A44,991,880$   33,679,048$      75% 3,852,161$     Materials and Supplies 11,336,174     6,920,241          61% 10,992,932     7,302,764          66% (382,523)         Capital Outlay/Improvements 55,905             49,674                89% 342,630           31,664                9% 18,010             Transfers Out 2,497,731        1,997,386          80% 8,898,232        1,496,040          17% 501,346          Total 62,764,356$   46,498,510$      74% 65,225,674$   42,509,516$      65% 3,988,994$     * Includes budget amendment #107 from the April 4, 2017, City Council meeting.Note: The Fire Training Fund and Integrated Waste Management Fund are not reflected in this Financial Report.A ‐ Staff is closely monitoring the Personnel Services budget as there is concerned that some departments are not on track to meet the 3% salary savings that was incorporated into the budget.  CITY OF WEST COVINA CHANGES IN FUND BALANCE ‐ ACTUAL QUARTER ENDING MARCH 31, 2017 Fund Balance Change in Fund Balance Fund # Fund Title 7/1/16 Revenue Expenditures Fund Balance 3/31/17 110 GENERAL FUND 22,006,021$      37,387,424$      46,498,510$       (9,111,086)$       12,894,935$       120 INTEGRATED WASTE MANAGEMENT 93,303                37,694                53,660                 (15,966)               77,337                 219 FIRE TRAINING 136,798               ‐                           111,371               (111,371)             25,427                 TOTAL GENERAL FUND 22,236,122$      37,425,118$      46,663,541$      (9,238,423)$       12,997,699$       116 STATE ASSET FORFEITURES 74,431$              ‐$                          ‐$                           ‐$                         74,431$               117 DRUG ENFORCEMENT REBATE 5,260,341           419,418              1,325,043           (905,625)             4,354,716            119 AIR QUALITY IMPROVEMENT TRUST 605,385              66,944                36,155                 30,789                636,174               121 PROPOSITION "A" 485,285              1,595,692           2,364,075           (768,383)             (283,098)              122 PROPOSITION "C" 1,039,784           1,247,270           955,704               291,566              1,331,350            124 GASOLINE TAX 354,211              1,361,775           1,647,679           (285,904)             68,307                 127 POLICE DONATIONS 29,667                820                      2,886                   (2,066)                 27,601                 128 TRANSPORTATION DEVELOPMENT ACT ‐                            ‐                           ‐                            ‐                            ‐                            129 AB 939 375,375              90,558                106,701               (16,143)               359,232               130 BUREAU OF JUSTICE ASSISTANCE GRANT (4,174)                 4,220                   11,336                 (7,116)                 (11,290)               C 131 COMMUNITY DEVELOPMENT BLOCK GRANT 178,224              181,762              375,648               (193,886)             (15,662)               A, C 133 SAFER GRANT (205,597)             1,121,635           1,246,442           (124,807)             (330,404)             C 138 ABC GRANT ‐                            ‐                           ‐                            ‐                           ‐                            140 STP LOCAL (630,345)             553,453              10,359                 543,094              (87,251)               C 143 LA COUNTY PARK BOND (296,758)             296,700              42,535                 254,165              (42,593)               C 145 WASTE MGT ENFORCEMENT ‐ GRANT 23                        19,464                12,408                 7,056                   7,079                    146 SENIOR MEALS PROGRAM 116,866              120,341              154,801               (34,460)               82,406                 149 USED OIL BLOCK GRANT 131                      37,060                18,106                 18,954                19,085                 150 INMATE WELFARE 17,577                2,466                   6,750                   (4,284)                 13,293                 153 PUBLIC SAFETY AUGMENTATION 280,893              427,212              290,149               137,063              417,956               155 COPS/SLESA 295,890              168,880              129,673               39,207                335,097               158 C.R.V. / RECYCLING GRANT 490                      127,190              582                      126,608              127,098               159 SUMMER MEALS PROGRAM 1                          8,148                   6,114                   2,034                   2,035                    181 MAINTENANCE DISTRICT #1 1,760,046           290,562              214,206               76,356                1,836,402            182 MAINTENANCE DISTRICT #2 585,252              98,751                61,082                 37,669                622,921               183 COASTAL SAGE CFD 251,446              98,342                50,753                 47,589                299,035               184 MAINTENANCE DISTRICT #4 2,360,663           618,959              677,955               (58,996)               2,301,667            186 MAINTENANCE DISTRICT #6 366,030              90,019                149,196               (59,177)               306,853               187 MAINTENANCE DISTRICT #7 370,823              95,646                112,871               (17,225)               353,598               188 CITYWIDE MAINTENANCE DISTRICT 857,124              984,016              849,319               134,697              991,821               189 SEWER MAINTENANCE 2,753,512           1,467,656           1,557,757           (90,101)               2,663,411            190 AUTO PLAZA IMPROVEMENT DISTRICT 88,695                83,723                383,419               (299,696)             (211,001)              205 CHARTER PEG 278,313              ‐                           2,241                   (2,241)                 276,072               207 OTS GRANTS ‐                           1,118                   5,416                   (4,298)                 (4,298)                 C 210 LA COUNTY GRANT ‐ 1ST DISTRICT (35,666)                ‐                           ‐                            ‐                           (35,666)               C 212 ART IN PUBLIC PLACES 81,435                9,397                    ‐                            9,397                   90,832                 218 HOMELAND SECURITY GRANT ‐                            ‐                            ‐                             ‐                            ‐                            220 WC COMMUNITY SERVICES FOUNDATION 128,326              130,352              75,415                 54,937                183,263               221 POLICE PRIVATE GRANTS 7                          4,000                   4,297                   (297)                     (290)                      224 MEASURE R 855,828              932,672              350,894               581,778              1,437,606            231 ADVANCED TRAFFIC MGMT SYSTEM 33                        33,442                 ‐                            33,442                33,475                 233 TASKFORCE REG AUTOTHEFT PREVENTION ‐                           ‐                            ‐                            ‐                            ‐                            820 WEST COVINA HOUSING AUTHORITY 4,087,197           293,122              222,161               70,961                4,158,158           A TOTAL SPECIAL REVENUE FUNDS 22,766,764$      13,082,785$      13,460,128$      (377,343)$          22,389,421$       FY 2016‐17 Actual through 3/31/17 (75% of FY) CITY OF WEST COVINA CHANGES IN FUND BALANCE ‐ ACTUAL QUARTER ENDING MARCH 31, 2017 Fund Balance Change in Fund Balance Fund # Fund Title 7/1/16 Revenue Expenditures Fund Balance 3/31/17 FY 2016‐17 Actual through 3/31/17 (75% of FY) 160 CAPITAL PROJECTS 364,411$            1,110,484$        499,634$            610,850$            975,261$             161 CONSTRUCTION TAX 377,370              51,064                40,798                 10,266                387,636               162 INFORMATION TECHNOLOGY 203,891              1,200,000           269,477               930,523              1,134,414            164 POLICE FACILITIES FEES (DIF) 18,820                13,396                 ‐                            13,396                32,216                 165 FIRE FACILITIES FEES (DIF) 22,943                5,806                    ‐                            5,806                   28,749                 166 PARK FACILITIES FEES (DIF) 4,038                   6,253                    ‐                            6,253                   10,291                 167 ADMIN FACILITIES FEES (DIF) 3,310                   843                       ‐                            843                      4,153                    168 PUBLIC WORKS FACILITIES FEES (DIF) 1,655                   416                       ‐                            416                      2,071                    169 PARK ACQUISITION ‐                            ‐                           921,680               (921,680)             (921,680)              170 PARK DEDICATION FEES "A"‐                           ‐                            ‐                            ‐                            ‐                            171 PARK DEDICATION FEES "B"‐                            ‐                            ‐                             ‐                            ‐                            172 PARK DEDICATION FEES "C" 143,169               ‐                            ‐                             ‐                           143,169               173 PARK DEDICATION FEES "D" 2,398,106           ‐                           2,208,600           (2,208,600)         189,506               174 PARK DEDICATION FEES "E" 887,230               ‐                           617,199               (617,199)             270,031               175 PARK DEDICATION FEES "F" 640,117              62,413                229,317               (166,904)             473,213               176 PARK DEDICATION FEES "G"‐                            ‐                            ‐                             ‐                            ‐                            177 PARK DEDICATION FEES "H"‐                            ‐                            ‐                             ‐                            ‐                            TOTAL CAPITAL PROJECT FUNDS 5,065,060$        2,450,675$        4,786,705$         (2,336,030)$       2,729,030$         300 DEBT SERVICE ‐ CITY 13,011,726$      2,409,954$        9,701,624$         (7,291,670)$       5,720,056$         TOTAL DEBT SERVICES FUND 13,011,726$      2,409,954$        9,701,624$         (7,291,670)$       5,720,056$         361 SELF INSURANCE ‐ GENERAL/AUTO LIAB 2,399$                1,273,208$        1,198,030$         75,178$              77,577$               363 WORKER'S COMPENSATION ‐                           1,038,026           1,082,898           (44,872)               (44,872)                365 FLEET MANAGEMENT ‐                           666,559              1,088,515           (421,956)             (421,956)             B 367 VEHICLE REPLACEMENT 197,216              162,990               ‐                            162,990              360,206               368 RETIREMENT HEALTH SAVINGS PLAN 606,939               ‐                           53,000                 (53,000)               553,939               TOTAL INTERNAL SERVICE FUNDS 806,554$            3,140,783$        3,422,443$         (281,660)$          524,894$             ‐                            375 POLICE COMPUTER SERVICE GROUP (135,674)$          1,418,515$        1,093,436$         325,079$            189,405$             TOTAL ENTERPRISE FUND (135,674)$          1,418,515$        1,093,436$         325,079$            189,405$             810 REDEVELOPMENT OBLIGATION RETIREMENT 9,933,677$        20,435,573$      26,308,894$       (5,873,321)$       4,060,356$        D 815 SUCCESSOR AGENCY ADMINISTRATION ‐                           250,000              163,768               86,232                86,232                 853 CFD DEBT SERVICE 8,910,304           2,497,935           4,382,009           (1,884,074)         7,026,230            TOTAL PRIVATE PURPOSE TRUST FUNDS* 18,843,981$      23,183,508$      30,854,671$      (7,671,163)$       11,172,818$       GRAND TOTAL 82,594,533$      83,111,338$      109,982,548$    (26,871,210)$     55,723,323$       *Long‐term debt and fixed assets have been removed to more accurately reflect operating costs. A ‐ Advances, prepaids and notes and loans receivable have been removed from fund balance to show a more accurate available fund balance.   D ‐ Staff is working to reconcile the Successor Agency. C ‐ Grant funds often run into a negative since the expenditure must be incurred before reimbursement can be requested. B ‐ The March vehicle maintenance charges are still being worked on before they get recorded in the general ledger. CITY OF WEST COVINA CHANGES IN FUND BALANCE ‐ BUDGETED QUARTER ENDING MARCH 31, 2017 Fund Balance Change in Fund Balance Fund # Fund Title 7/1/16 Revenue Expenditures Fund Balance 3/31/17 110 GENERAL FUND 22,006,021$       61,161,459$       62,764,356$       (1,602,897)$       20,403,124$        120 INTEGRATED WASTE MANAGEMENT 93,303                70,000                92,506                (22,506)               70,797                 219 FIRE TRAINING 136,798               ‐                           112,183              (112,183)             24,615                 TOTAL GENERAL FUND 22,236,122$      61,231,459$      62,969,045$      (1,737,586)$       20,498,536$       116 STATE ASSET FORFEITURES 74,431$              ‐$                          ‐$                         ‐$                    74,431$               117 FEDERAL ASSET FORFEITURES 5,260,341           20,000                3,947,776           (3,927,776)          1,332,565            119 AIR QUALITY IMPROVEMENT TRUST 605,385              684,199              866,327              (182,128)             423,257               121 PROPOSITION "A" 485,285              2,086,155           2,488,166           (402,011)             83,274                 122 PROPOSITION "C" 1,039,784           1,647,463           2,043,684           (396,221)             643,563               124 GASOLINE TAX 354,211              2,225,369           2,556,370           (331,001)             23,210                 127 POLICE DONATIONS 29,667                820                      22,939                (22,119)               7,548                    128 TRANSPORTATION DEVELOPMENT ACT ‐                           218,074              200,000              18,074                18,074                 129 AB 939 375,375              173,000              181,089              (8,089)                 367,286               130 BUREAU OF JUSTICE ASSISTANCE GRANT (4,174)                 23,882                19,708                4,174                    ‐                            131 COMMUNITY DEVELOPMENT BLOCK GRANT 178,224              1,505,526           2,061,715           (556,189)             (377,965)             A 133 SAFER GRANT (205,597)             2,117,134           1,912,227           204,907              (690)                     140 STP LOCAL (630,345)             1,865,000           1,234,655           630,345               ‐                            143 LA COUNTY PARK BOND (296,758)             296,700              70,153                226,547              (70,211)                145 WASTE MGT ENFORCEMENT ‐ GRANT 23                        19,472                16,070                3,402                   3,425                    146 SENIOR MEALS PROGRAM 116,866              205,000              241,687              (36,687)               80,179                 149 USED OIL BLOCK GRANT 131                      43,061                37,868                5,193                   5,324                    150 INMATE WELFARE 17,577                7,000                   6,750                   250                      17,827                 153 PUBLIC SAFETY AUGMENTATION 280,893              725,000              725,000               ‐                           280,893               155 COPS/SLESA 295,890              170,000              343,034              (173,034)             122,856               158 C.R.V. / RECYCLING GRANT 490                      27,600                27,600                 ‐                           490                       159 SUMMER MEALS PROGRAM 1                          26,715                26,715                 ‐                           1                           181 MAINTENANCE DISTRICT #1 1,760,046           459,963              588,940              (128,977)             1,631,069            182 MAINTENANCE DISTRICT #2 585,252              138,500              295,961              (157,461)             427,791               183 COASTAL SAGE CFD 251,446              125,000              136,183              (11,183)               240,263               184 MAINTENANCE DISTRICT #4 2,360,663           1,054,000           1,410,833           (356,833)             2,003,830            186 MAINTENANCE DISTRICT #6 366,030              154,700              266,600              (111,900)             254,130               187 MAINTENANCE DISTRICT #7 370,823              165,963              231,819              (65,856)               304,967               188 CITYWIDE MAINTENANCE DISTRICT 857,124              1,622,734           1,537,715           85,019                942,143               189 SEWER MAINTENANCE 2,753,512           2,355,867           3,849,836           (1,493,969)          1,259,543            190 AUTO PLAZA IMPROVEMENT DISTRICT 88,695                146,605              649,866              (3,458)                 85,237                B 205 CHARTER PEG 278,313              ‐                           266,627              (266,627)             11,686                 207 OTS GRANTS ‐                           40,000                40,000                 ‐                            ‐                            210 LA COUNTY GRANT ‐ 1ST DISTRICT (35,666)                ‐                           24,334                (24,334)               (60,000)                212 ART IN PUBLIC PLACES 81,435                70,000                8,000                   62,000                143,435               218 HOMELAND SECURITY GRANT ‐                           30,000                30,000                 ‐                            ‐                            220 WC COMMUNITY SERVICES FOUNDATION 128,326              124,026              241,636              (117,610)             10,716                 221 POLICE PRIVATE GRANTS 7                          4,000                   4,000                   ‐                           7                           224 MEASURE R855,828              1,235,506           1,735,866           (500,360)             355,468               231 ADVANCED TRAFFIC MGMT SYSTEM 33                        33,442                29,219                4,223                   4,256                    233 TASKFORCE REG AUTOTHEFT PREVENTION ‐                           193,332              193,332              ‐                            ‐                            820 WEST COVINA HOUSING AUTHORITY 4,087,197            ‐                           932,058              (932,058)             3,155,139           A TOTAL SPECIAL REVENUE FUNDS 22,766,764$      22,040,808$      31,502,358$      (8,961,747)$       13,805,017$       FY 2016‐17 Adjusted Budget CITY OF WEST COVINA CHANGES IN FUND BALANCE ‐ BUDGETED QUARTER ENDING MARCH 31, 2017 Fund Balance Change in Fund Balance Fund # Fund Title 7/1/16 Revenue Expenditures Fund Balance 3/31/17 FY 2016‐17 Adjusted Budget 160 CAPITAL PROJECTS 364,411$            1,025,000$         776,074$            248,926$            613,337$             161 CONSTRUCTION TAX 377,370              90,000                470,160              (380,160)             (2,790)                  162 INFORMATION TECHNOLOGY FUND 203,891              1,236,060           1,439,951           (203,891)              ‐                            164 POLICE FACILITIES FEES (DIF) 18,820                22,130                 ‐                           22,130                40,950                 165 FIRE FACILITIES FEES (DIF) 22,943                26,385                 ‐                           26,385                49,328                 166 PARK FACILITIES FEES (DIF) 4,038                   65,530                 ‐                           65,530                69,568                 167 ADMIN FACILITIES FEES (DIF) 3,310                   4,255                    ‐                           4,255                   7,565                    168 PUBLIC WORKS FACILITIES FEES (DIF) 1,655                   1,700                    ‐                           1,700                   3,355                    169 PARK ACQUISITION ‐                           930,000              930,000               ‐                            ‐                            170 PARK DEDICATION FEES "A"‐                           ‐                            ‐                            ‐                           ‐                            171 PARK DEDICATION FEES "B"‐                            ‐                            ‐                            ‐                            ‐                            172 PARK DEDICATION FEES "C" 143,169               ‐                           125,000              (125,000)             18,169                 173 PARK DEDICATION FEES "D" 2,398,106           ‐                           2,376,581           (2,376,581)          21,525                 174 PARK DEDICATION FEES "E" 887,230               ‐                           870,650              (870,650)             16,580                 175 PARK DEDICATION FEES "F" 640,117              43,800                636,206              (592,406)             47,711                 176 PARK DEDICATION FEES "G"‐                            ‐                            ‐                            ‐                            ‐                            177 PARK DEDICATION FEES "H"‐                            ‐                            ‐                            ‐                            ‐                            TOTAL CAPITAL PROJECT FUNDS 5,065,060$        3,444,860$        7,624,622$        (4,179,762)$       885,298$             300 DEBT SERVICE ‐ CITY 13,011,726$       3,802,882$         12,237,732$       (8,434,850)$       4,576,876$          TOTAL DEBT SERVICES FUND 13,011,726$      3,802,882$        12,237,732$      (8,434,850)$       4,576,876$         361 SELF INSURANCE ‐ GENERAL/AUTO LIAB 2,399$                1,707,128$         1,667,439$         39,689$              42,088$               363 WORKER'S COMPENSATION ‐                           1,314,679           1,306,327           8,352                   8,352                    365 FLEET MANAGEMENT ‐                           1,582,610           1,585,375           (2,765)                 (2,765)                  367 VEHICLE REPLACEMENT 197,216              168,486              743                      167,743              364,959               368 RETIREMENT HEALTH SAVINGS PLAN 606,939               ‐                           120,000              (120,000)             486,939               TOTAL INTERNAL SERVICE FUNDS 806,554$            4,772,903$        4,679,884$        93,019$              899,573$             ‐                            375 POLICE COMPUTER SERVICE GROUP (135,674)$           1,604,324$         1,582,297$         22,027$              (113,647)$            TOTAL ENTERPRISE FUND (135,674)$          1,604,324$        1,582,297$        22,027$              (113,647)$           810 REDEVELOPMENT OBLIGATION RETIREMENT 9,933,677$         12,687,553$       11,701,684$       985,869$            10,919,546$        815 SUCCESSOR AGENCY ADMINISTRATION ‐                           250,000              250,000               ‐                            ‐                            853 CFD DEBT SERVICE 8,910,304           4,899,500           5,307,900           (408,400)             8,501,904            TOTAL PRIVATE PURPOSE TRUST FUNDS* 18,843,981$      17,837,053$      17,259,584$      577,469$            19,421,450$       GRAND TOTAL 82,594,533$      114,734,289$    137,855,522$    (22,621,430)$     59,973,103$       *Long‐term debt and fixed assets have been removed to more accurately reflect operating costs. A ‐ Advances, prepaids and notes and loans receivable have been removed from fund balance to show a more accurate available fund balance.   B ‐ The Auto Plaza sign loan, which will be repaid in full by June 30, 2026, has been removed to show a more accurate available fund balance. FY 16/17 CAPITAL IMPROVEMENT PROGRAM (CIP) THIRD QUARTER STATUS UPDATEAttachment No. 2Project No.Fund No.Fund Project Description Budgeted Amount YTD Expenditures Remaining Balance Project Status(Est.) Date of Completion08504 122 Prop C Traffic Controllers & Cabinet Upgrade 74,459 - 74,459 On going 6/30/201711503 231Adv Traff Mgt Sys GrantTraffic Control System (ATM System) 29,219 - 29,219 On going 6/30/201714101 124 Gas Tax Bridge Repairs - Citywide 24,739 - 24,739 On going 6/30/201814203 210 LA Grant Tree Plantings - LA County Grant 24,334 - 24,334 In Progress05/30/1715101 122 Prop C City Yard - Pavement Rehabilitation of Bus Travel Way 47,500 - 47,500 In Design 12/1/201715103 122 Prop C Pavement Management System 28,560 5,760 22,800 Completed 1/1/201715108 161 CT Repaint BKK Cell Tower - - - Closed N/A15202 182 MD2 Landscaping/irrigation repairs/upgrade lighting 110,000 - 110,000 Ongoing Trimming 06/30/1715304 110 GF Police Department Reroof 9,129 9,129 - Completed 1/1/201715304 117 AF Police Department Reroof 7,533 7,533 - Completed 1/1/201715304 161 CT Police Department Reroof 10,668 10,668 - Completed 1/1/201715401 122 Prop C General Plan Update 55,298 55,297 1 Completed 2/28/201715401 160 CP General Plan Update 71,550 71,455 95 Completed 2/28/201715501 122 Prop C Francisquito/Sunset avenues - left turn 19,328 13,462 5,866 Under Const. 9/1/201715501 140 ISTEA/T-21 Francisquito/Sunset avenues - left turn 165,200 717 164,483 Under Const. 9/1/201716001 119 AQMD New Hybrid Vehicle for Code Enhancement 31,350 - 31,350 In Progress 6/30/2017160062124 Gas Tax Traffic safety improvements at various locations, Citywide 20,872 8,578 12,294 On going 6/30/201716008 131 CDBG Palmview Park Improvements 221,773 8,274 213,499 In Progress7/31/2017160134161 CT Remove bridge at Heritage Park 15,000 - 15,000 Under Const. 6/30/201716018 172 PDF CSoccer Fields, Phase 2 - Design & Construct 2 Soccer Fields, Parking Lot Expansion, Picnic Shelters, Benches, Drinking Fountains125,000 - 125,000 Under Const. 5/15/201716018 173 PDF DSoccer Fields, Phase 2 - Design & Construct 2 Soccer Fields, Parking Lot Expansion, Picnic Shelters, Benches, Drinking Fountains2,376,581 2,208,600 167,981 Under Const. 5/15/201716018 174 PDF ESoccer Fields, Phase 2 - Design & Construct 2 Soccer Fields, Parking Lot Expansion, Picnic Shelters, Benches, Drinking Fountains845,276 617,199 228,077 Under Const. 5/15/201716018 175 PDF FSoccer Fields, Phase 2 - Design & Construct 2 Soccer Fields, Parking Lot Expansion, Picnic Shelters, Benches, Drinking Fountains267,479 108,265 159,214 Under Const. 5/15/201716021 175 PDF F Replace kitchen cabinets at Cameron Community Center 15,000 - 15,000 On hold16023 175 PDF F Shadow Oak Park Design & Construct Restroom 247,625 32,053 215,572 Out to Bid 10/30/2017160244181 MD1Replace 11 irrigation controllers with Cal-Sense controllers, concrete sidewalk repairs, paseo lighting upgrades, planting area repairs and tree trimming144,236 27,347 116,889 In Progress 12/31/2017160254182 MD2 Concrete sidewalk repairs and tree trimming 10,150 - 10,150 Marking sidewalks 06/30/1716026 184 MD4Replace 10 irrigation controllers with Cal-Sense controllers, tree trimming, remove dry vegetation, remove and replace damaged chain link fencing, and install wrought iron fence at 3locations173,958 70,547 103,411 In Progress 12/31/201716029-189 Sewer Sanitary Sewer Management Plan Update 81,106 62,698 18,408 Completed 1/1/201716030-189 Sewer Sewer main rehabilitation on Cameron Ave. 800,000 23,935 776,065 Under Const. 9/30/201716038 119 AQMD CNG Facility Upgrades 924,552 23,994 900,558 Out to Bid 12/30/201716044 160 CP Retention Basin No. 3 Emergency Repairs 52,740 - 52,740 On-hold16046 110 GF Catch Basin Inserts 36,604 33,276 3,328 Completed 3/30/201716046 149 Used Oil Catch Basin Inserts 8,000 7,273 727 Completed 3/30/201716047 122 Prop C Glendora Avenue 472,767 181,511 291,256 In Design 9/30/201716049 219 Fire Training Equip Fire Trucks and Quint 112,183 111,371 812 In Progress 6/30/201716051 162 IT IT Upgrades - #78, 82, 89, 90 203,891 174,283 29,608 Completed 2/28/201717001 131 CDBG ADA Compliance - City Hall 112,900 12,788 100,112 Under Const. 6/30/201717002 119 AQMD Electric Vehicle Charging Stations 108,398 - 108,398 In Design3/30/201817003 122 Prop C Major Street Rehab - Cameron Ave 150,000 - 150,000 In Design3/30/201817004 128 TDA Bike and Pedestrian Friendly Master Plan 100,000 - 100,000 In Design4/30/2018 FY 16/17 CAPITAL IMPROVEMENT PROGRAM (CIP) THIRD QUARTER STATUS UPDATEAttachment No. 2Project No.Fund No.Fund Project Description Budgeted Amount YTD Expenditures Remaining Balance Project Status(Est.) Date of Completion17005 128 TDA FY 2017 Sidewalk & Stamped Concrete 100,000 - 100,000 In Design6/30/201817006 117 AF Civic Center - Electric Doors / Employee Badges 147,235 794 146,441 Under Const.12/1/201717006 160 CP Civic Center - Electric Doors / Employee Badges 58,305 2,509 55,796 Under Const.12/1/201717006 161 CT Civic Center - Electric Doors / Employee Badges 241,695 - 241,695 Under Const.12/1/201717006 162 IT Civic Center - Electric Doors / Employee Badges 10,415 - 10,415 Under Const.12/1/201717007 160 CP New Chairs for MRC 11,000 10,974 26 Completed1/10/201717008 160 CP Catch Basin Trash Capture Device Installation Program 50,000 - 50,000 In Progress12/31/201817009 160 CP Bassett High Regional Infiltration Project 45,000 - 45,000 On going12/31/201817010 160 CP Fleet Management System 40,000 23,249 16,751 In Progress 12/31/201717011 160 CP Police Units P23, P27, P5 & P4 (K-9), P15 276,510 219,472 57,038 In Progress6/30/201717012 161 CT Fire Station 4 - Emergency Generator 40,000 1,198 38,802 Out to Bid12/31/201717013 161 CT City Hall - Aluminum Doors 50,000 8,366 41,634 Out to Bid12/31/201717014 161 CT Miscellaneous Building Repairs 20,000 - 20,000 On going 9/30/201717015 162 IT IT Upgrades 245,738 - 245,738 On going17016 181 MD1 MD1 Tree Trimming & Weed Abatement 50,000 1,000 49,000 Trimming Trees06/30/1717017 181 MD1 Citywide Aerial Map 25,000 - 25,000 In Progress12/1/201717017 183 WC CSS CFD Citywide Aerial Map 5,000 - 5,000 In Progress12/1/201717017 184 MD4 Citywide Aerial Map 5,000 - 5,000 In Progress12/1/201717017 187 MD7 Citywide Aerial Map 5,000 - 5,000 In Progress12/1/201717017 188 CW MD Citywide Aerial Map 15,000 - 15,000 In Progress12/1/201717017 189 Sewer Citywide Aerial Map 25,000 - 25,000 In Progress12/1/201717018 182 MD2 MD2 Tree Trimming & Weed Abatement 15,000 - 15,000 Trimming Trees06/30/1717019 184 MD4 MD4 Tree Trimming 50,000 4,750 45,250 Trimming Trees06/30/1717020 186 MD6 MD6 Tree Trimming & Weed Abatement 25,000 4,093 20,907 Trimming Trees06/30/1717021 187 MD7 MD7 Tree Timming & Weed Abatement 25,000 - 25,000 Trimming Trees06/30/1717022 189 Sewer Upgrades for 2700 Azusa Sewer Lift Station 300,000 8,369 291,631 Out to Bid 6/30/201817023 189 Sewer Sewer Camera 100,000 - 100,000 In Progress4/20/201717024 189 Sewer Public Works Maintenance - Replace Unit 728 Truck 48,000 - 48,000 OrderedTBD17025 189 Sewer Public Works Maintenance - Replace Unit 710 28,000 - 28,000 OrderedTBD17026 189 Sewer Public Works Maintenance - Replace Unit 159 38,000 - 38,000 OrderedTBD17027 205 PEG Council Chambers Technology Upgrades 266,627 - 266,627 Under Design9/30/201717028 224 Measure R Implementation of Green Street Improvements 225,000 - 225,000 Under Design10/30/201717029 224 Measure R FY 2017 Residential Street Rehab 500,000 - 500,000 Under Design10/31/201717030 224 Measure R Installation of Traffic Control Devices 30,000 4,534 25,466 On going12/31/201717031 224 Measure R Update Traffic & Engineering Surveys 80,000 8,078 71,922 In Progress12/1/201717032 162 IT ERP Selection Services - #18 80,000 31,246 48,754 In Progress7/1/201717033 162 IT EDMS Selection Services - #31 47,500 1,180 46,320 In Progress7/1/201717034 162 IT Structured Cabling System - #80 454,500 20,660 433,840 Out to Bid 12/30/201717035 162 IT Interim IT Assistance - #129 40,000 14,878 25,122 On going17036 162 IT Digital EMS - #49 21,500 14,927 6,573 Completed 2/28/201717037 162 IT Imaging Software Tool - #116 10,000 6,000 4,000 Completed 1/30/201717038 131 CDBG Street Rehabilitation 560,000 - 560,000 Under Const. 6/30/201717040 162 IT IT Grant - Senior Center Lab & City Hall WiFi 36,060 - 36,060 In Progress7/1/201717041 162 IT VoIP Phone Replacement - #128 241,000 - 241,000 In Progress10/1/201717042 162 IT Record Retention Schedule - #42 10,000 - 10,000 In Progress7/1/201717043 162 IT Network Design - #77 6,500 - 6,500 In Progress6/1/201717044 162 IT Active Directory Desktop Management - #114 18,000 - 18,000 In Progress6/1/201717047 189 Sewer Purchase of Ford F-150 to Replace Unit #103 24,017 - 24,017 In Progress 12/31/2017GRAND TOTAL $ 13,080,560 $ 4,272,290 $ 8,808,270 A - Funds will be appropriated once the grant is awarded. Attachment No. 3 RESOLUTION NO. 2017-46 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF WEST COVINA, CALIFORNIA, ADOPTING A BUDGET AMENDMENT FOR THE FISCAL YEAR COMMENCING JULY 1, 2016, AND ENDING JUNE 30, 2017 (Third Quarter Financial Report) WHEREAS, the City Manager, on or about June 21, 2016, submitted to the City Council a proposed budget for the appropriation and expenditure of funds for the City of West Covina for Fiscal Year 2016-17; and WHEREAS, following duly given notice and prior to budget adoption, the City Council held a public meeting on June 21, 2016, and July 5, 2016, receiving, considering and evaluating all comments, and adopted a budget for the fiscal year commencing July 1, 2016, and ending July 30, 2017; and WHEREAS, amendments must periodically be made to the budget to conform to changed circumstances following adoption of the budget. NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF WEST COVINA, CALIFORNIA DOES RESOLVE AS FOLLOWS: SECTION 1. Budget Adjustment No. 133 is hereby approved as reflected on Exhibit No. 1, attached hereto. SECTION 2. The City Clerk shall certify to the adoption of this Resolution. PASSED, APPROVED, AND ADOPTED this 16th day of May, 2017. Corey Warshaw Mayor APPROVED AS TO FORM ATTEST Kimberly Hall Barlow Nickolas S. Lewis City Attorney City Clerk I, HEREBY CERTIFY that the foregoing resolution was duly adopted by the City Council of the City of West Covina, California, at a regular meeting thereof on the 16th day of May, 2017 by the following vote of the City Council: AYES: NOES: ABSENT: ABSTAIN: Nickolas S. Lewis City Clerk Exhibit No. 1 BA #133 CITY OF WEST COVINA Posted By: BUDGET AMENDMENT Date Posted: Date: 5/16/2017 Fiscal Year: 2016-17 Requested by: Christa Buhagiar Amount: $1,462,450Dept/Div: Finance Director Description: Eliminate anticipated 3% salarysavings EXPENDITURES Account Number Dept/Account Description Current Budget Proposed Amendment Amended Budget 110.11.1120.5999 Salary Savings (27,588.00) 27,588.00 - 110.12.1210.5999 Salary Savings (10,197.00) 10,197.00 - 110.13.1310.5999 Salary Savings (55,664.00) 55,664.00 - 110.14.1410.5999 Salary Savings (19,193.00) 19,193.00 - 110.21.2110.5999 Salary Savings (20,251.00) 20,251.00 - 110.31.3110.5999 Salary Savings (797,978.00) 797,978.00 - 110.32.3210.5999 Salary Savings (441,173.00) 441,173.00 - 110.41.4110.5999 Salary Savings (46,270.00) 46,270.00 - 110.51.5110.5999 Salary Savings (44,136.00) 44,136.00 - - - - - - - - - - - - REVENUES Account Number Account Description Current Budget Proposed Amendment Amended Budget - - - - - REASON/JUSTIFICATION (Please be specific) APPROVALSCity Council Approval Date (if required, attach minutes):5/16/2017 □ Approval Not Required Dept Head Approval: see attached Date: Finance Director: Date: Funds Available?□ Yes □No City Manager: see attached Date: (if over $100,000) □ Approved □ Denied To appropriate expenditures in the amount of $1,462,450 to full time salaries to eliminate the anticipated 3% salary savings. AGENDA STAFF REPORT City of West Covina | Office of the City Manager DATE: May 16, 2017 TO: Mayor and City Council FROM: Chris Freeland City Manager SUBJECT: PROPOSITION A EXCHANGE – CITY OF HAWAIIAN GARDENS RECOMMENDATION: It is recommended that the City Council approve the Proposition A Local Return Fund Exchange with the City of Hawaiian Gardens and authorize the City Manager to execute the Assignment Agreement (Attachment No. 1). BACKGROUND: Under Proposition (Prop) A, the City receives a portion of the ½ cent sales tax levied in Los Angeles County to develop and improve local public transit, paratransit and related transportation infrastructure. The City is in the practice of selling these transportation restricted Prop A dollars to other cities in exchange for non-restricted General Fund dollars to assist with balancing the budget. These exchanges are allowed under the guidelines for this revenue source and provide benefits for both parties. The buyer gets discounted transportation dollars and West Covina receives additional general fund dollars. In Fiscal Year 2017-18 there are approximately $2.1 million available, which could be sold to another city transit provider. DISCUSSION: In Fiscal Year 2016-17, the City exchanged $1,781,155 million in Prop A funds with Foothill Transit at seventy-five cents on the dollar and $500,000 with the City of Hawaiian Gardens at seventy-five cents on the dollar. City staff contacted these agencies again to negotiate a Prop A exchange of up to $2.1 million at seventy-five cents on the dollar. In the course of those contacts, the City of Hawaiian Gardens agreed to do an exchange of $100,000 at seventy-five cents on the dollar and Foothill Transit agreed to purchase the remaining amount of $2,000,000 at seventy-five AGENDA ITEM NO. 7 Proposition A Exchange — Hawaiian Gardens Page 2 of 2 — May 16, 2017 cents on the dollar. The exchange rate is a matter of supply and demand. According to the Los Angeles County Metropolitan Transportation Authority, the exchange rate has been at seventy to seventy-five cents on the dollar for the last sixteen years. COUNCIL GOALS & OBJECTIVES: This item supports the 2016-2017 City Council Goal of Build Financial Health and Economic Stability for the City. OPTIONS: The City Council has the following options: 1) Adopt staff's recommendation; or 2) Provide alternative direction. FISCAL IMPACT: The Assignment Agreement for the Prop A exchange with the City of Hawaiian Gardens will generate $75,000 in General Fund revenue. Prepared by: Christa Buhagiar Finance Director ATTACHMENT: Attachment No. 1 — Assignment Agreement — Hawaiian Gardens Attachment No. 1 ASSIGNMENT AGREEMENT BETWEEN THE CITY OF WEST COVINA AND THE CITY OF HAWAIIAN GARDENS, CALIFORNIA PROP A LOCAL RETURN FUND EXCHANGE The effective date of this Assignment Agreement is July 1, 2017. The agreement is by the City of West Covina, California and the City of Hawaiian Gardens, California with respect to the following facts: A. The City of Hawaiian Gardens provides ongoing operating funding for eligible transit services to the residents of Hawaiian Gardens as well as provide for certain capital projects eligible for Prop A Funds. Adequate Proposition A Local Return funding for such services is not available given the limited amount of Hawaiian Gardens’ Local Return allocation. B. The City of West Covina has uncommitted Proposition A Local Return funds which could be made available to Hawaiian Gardens to assist in providing the services discussed in Paragraph A of this Agreement. In exchange for the assignment by Hawaiian Gardens for the amount of its general funds indicated in Section 1 below, the City of West Covina is willing to assignuncommitted Proposition A Local Return funds to Hawaiian Gardens for the purpose identifiedin Paragraph A. Now, therefore, in consideration of the mutual benefits to be derived by the parties and of the premises herein contained, it is mutually agreed as follows: 1.Exchange. The City of West Covina agrees to assign a total of $100,000 of its Proposition A Local Return funding authority to Hawaiian Gardens from reserves and the Fiscal Year 2017- 2018 allocation. In return, Hawaiian Gardens agrees to assign $75,000 of its general funds to the City of West Covina. 2.Consideration. The City of West Covina shall assign the agreed upon Proposition A Local Return funds to Hawaiian Gardens in one lump-sum payment. Hawaiian Gardens shall assign the agreed upon general funds to the City of West Covina in one lump-sum payment. Each payment shall be due within 30 days of the first date that both of the following have occurred: (a)execution of this Agreement, and (b) approval by Los Angeles County Metropolitan Transportation Authority (LACMTA) of the City of Hawaiian Gardens project description. 3.Term. This Agreement is effective on the date above written and for such time as is necessary for both parties to complete their mutual obligations under this Agreement. 4.Termination. Termination of this Agreement may be made by either party so long as both of the following are correct: (a) written notice of intent to terminate is given to the other party at least five (5) days prior to the effective date of the termination; and (b) the effective date of the termination is before the date LACMTA approves the City of Hawaiian Gardens projectdescription covering the funds in question. 5. Notice Notices shall be given pursuant to this Agreement by personal service on the party to be notified, or by written notice upon such party deposited in the custody of the United States Postal Service addressed as follows: A. Chris Freeland City Manager City of West Covina 1444 West Garvey Avenue South West Covina, CA 91790 B. Ernie Hernandez City Manager City of Hawaiian Gardens 21815 Pioneer Blvd. Hawaiian Gardens, CA 90716 If notice is provided via personal service, it is deemed “given” on the date of personal service. If notice is provided via U.S. mail, then the notice is deemed “given” two days after the notice is properly addressed and placed in the U.S. mail. 6. Assurances A. Hawaiian Gardens shall use the assigned Proposition A Local Return funds only for the purpose of providing the services discussed in Paragraph A of this Agreement and within the time limits specified in LAC Metro’s Proposition A Local Return Program Guidelines. B. Concurrently with the execution of this Agreement, Hawaiian Gardens shall provide LAC Metro with the Standard Assurances and Understandings Regarding Receipt and Use of Proposition A funds specified in the Guidelines regarding the use of the assigned Proposition A Local Return funds. IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed by their respective officers, duly authorized, by the City of Hawaiian Gardens on June 13, 2017, and by the City of West Covina on May 16, 2017. CITY OF WEST COVINA CITY OF HAWAIIAN GARDENS BY: BY: Christina Buhagiar, Finance Director Linda Hollinsworth, Finance Director BY: BY: Chris Freeland, City Manager Ernie Hernandez, City Manager ATTEST: ATTEST: BY: BY: Nickolas S. Lewis, City Clerk Sue Underwood, City Clerk AGENDA STAFF REPORT City of West Covina | Office of the City Manager DATE: May 16, 2017 TO: Mayor and City Council FROM: Chris Freeland City Manager SUBJECT: PROPOSITION A EXCHANGE – FOOTHILL TRANSIT RECOMMENDATION: It is recommended that the City Council approve the Proposition A Local Return Fund Exchange with Foothill Transit and authorize the City Manager to execute the Assignment Agreement (Attachment No. 1). BACKGROUND: Under Proposition (Prop) A, the City receives a portion of the ½ cent sales tax levied in Los Angeles County to develop and improve local public transit, paratransit and related transportation infrastructure. The City is in the practice of selling these transportation restricted Prop A dollars to other cities in exchange for non-restricted General Fund dollars to assist with balancing the budget. These exchanges are allowed under the guidelines for this revenue source and provide benefits for both parties. The buyer gets discounted transportation dollars and West Covina receives additional general fund dollars. In Fiscal Year 2017-18 there are approximately $2.1 million available, which could be sold to another city transit provider. DISCUSSION: In Fiscal Year 2016-17, the City exchanged $1,781,155 million in Prop A funds with Foothill Transit at seventy-five cents on the dollar and $500,000 with the City of Hawaiian Gardens at seventy-five cents on the dollar. City staff contacted these agencies again to negotiate a Prop A exchange of up to $2.1 million at seventy-five cents on the dollar. In the course of those contacts, the City of Hawaiian Gardens agreed to do an exchange of $100,000 at seventy-five cents on the AGENDA ITEM NO. 8 Proposition A Exchange — Foothill Transit Page 2 of 2 — May 16,2017 dollar and Foothill Transit agreed to purchase the remaining amount of $2,000,000 at seventy-five cents on the dollar. The exchange rate is a matter of supply and demand, According to the Los Angeles County Metropolitan Transportation Authority, the exchange rate has been at seventy to seventy-five cents on the dollar for the last sixteen years. COUNCIL GOALS & OBJECTIVES: This item supports the 2016-2017 City Council Goal of Build Financial Health and Economic Stability for the City. OPTIONS: The City Council has the following options: 1) Adopt staff's recommendation; or 2) Provide alternative direction. FISCAL IMPACT: The Assignment Agreement for the Prop A exchange with Foothill Transit will generate $1,500,000 in General Fund revenue. Prepared by: Christa Buhagiar Finance Director ATTACHMENT: Attachment No. 1 — Assignment Agreement — Foothill Transit Attachment No. 1 ASSIGNMENT AGREEMENT BETWEEN THE CITY OF WEST COVINA AND FOOTHILL TRANSIT, CALIFORNIA PROP A LOCAL RETURN FUND EXCHANGE The effective date of this Agreement is July 1, 2017. This Assignment Agreement is entered into by the City of West Covina, California and Foothill Transit with respect to the following facts: A.Foothill Transit provides community-oriented, environmentally friendly bus servicethroughout Southern California’s San Gabriel and Pomona Valleys, including express bus routes to Pasadena and Downtown Los Angeles. B.The City of West Covina has uncommitted Proposition A Local Return funds whichcould be made available to Foothill Transit to assist in providing the services discussed inParagraph A of this Agreement. In exchange for the assignment by Foothill Transit of the amount for its general use funds (non-formula allocation funds) indicated in Section 1 below, the City of West Covina is willing to assign uncommitted Proposition A Local Return funds to Foothill Transit for the purpose identified in Paragraph A. Now, therefore, in consideration of the mutual benefits to be derived by the parties and of the premises herein contained, it is mutually agreed as follows: 1.Exchange. The City of West Covina agrees to assign a total of $2,000,000 of its PropositionA Local Return funding authority to Foothill Transit from the Fiscal Year 2017-2018 allocation. In return, Foothill Transit agrees to assign $1,500,000 of its general use funds (non-formula allocation funds) to the City of West Covina. 2.Consideration. The City of West Covina shall assign the agreed upon Proposition A LocalReturn funds to Foothill Transit in one lump-sum payment. Foothill Transit shall assign the agreed upon general use funds to the City of West Covina in one lump-sum payment. Each payment shall be due within 30 days of the first date that both of the following have occurred: (a)execution of this Agreement, and (b) approval by Los Angeles County Metropolitan Transportation Authority (LACMTA) of the Foothill Transit’s project description. 3.Term. This Agreement is effective on the date above written and for such time as is necessary for both parties to complete their mutual obligations under this Agreement. 4.Termination. Termination of this Agreement may be made by either party so long as both ofthe following are correct: (a) written notice of intent to terminate is given to the other party at least five (5) days prior to the termination and (b) the effective date of the termination is before the date LACMTA approves the Foothill Transit project description. 5.Notice Notices shall be given pursuant to this Agreement by personal service on the party tobe notified, or by written notice upon such party deposited in the custody of the United States Postal Service addressed as follows: A.Chris Freeland City Manager City of West Covina1444 West Garvey Avenue South West Covina, CA 91790 B.Doran J. Barnes Executive DirectorFoothill Transit Administrative Office, 2nd Floor 100 South Vincent Avenue West Covina, CA 91790 If notice is provided via personal service, it is deemed “given” on the date of personal service. If notice is provided via U.S. mail, then the notice is deemed “given” two days after the notice is properly addressed and placed in the U.S. mail. 6.Assurances A.Foothill Transit shall use the assigned Proposition A Local Return funds only for thepurpose of providing the services discussed in Paragraph A of this Agreement, and within the time limits specified in LAC Metro’s Proposition A Local Return Program Guidelines. B. Concurrently with the execution of this Agreement, Foothill Transit shall provide LAC Metro with the Standard Assurances and Understandings Regarding Receipt and Use of Proposition A funds specified in the Guidelines regarding the use of the assigned Proposition A Local Return funds. IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed by their respective officers, duly authorized, by Foothill Transit on May 26, 2017, and by the City of West Covina on May 16, 2017. CITY OF WEST COVINA FOOTHILL TRANSIT BY: BY: Christina Buhagiar, Finance Director Michelle Lopes Caldwell, Director of Finance and Treasurer BY: BY: Chris Freeland, City Manager Doran J. Barnes, Executive Director ATTEST: ATTEST: BY: BY: Nickolas S. Lewis, City Clerk Christina Lopez, Board Secretary AGENDA ITEMNO. 9 AGENDA STAFF REPORT DATE: TO: FROM: City of West Covina I Office of the City Manager May 16, 2017 Mayor and City Council Chris Freeland City Manager SUBJECT: AUTHORIZATION FOR FIREWORKS SHOWS RECOMMENDATION: Pursuant to the West Covina Municipal Code (WCMC), Section 10-27, it is recommended that the City Council grant the following fireworks shows: 1) Edgewood High School Graduation Ceremony on June 5, 2017; 2) West Covina High School Graduation Ceremony on June 6, 2017; and 3) City of West Covina Independence Day Celebration on July 4, 2017. DISCUSSION: The WCMC Chapter 10-27, Section 5608.2 establishes the procedure to apply for a Fire Department permit to conduct public display of fireworks shows. Upon submission of the permit application, the Fire Department will submit a report to the City Council for or against the fireworks shows. The City Council shall have the power in its discretion to grant or deny the permits. The West Covina Unified School District has requested approval for fireworks shows at West Covina High School on June 5, 2017, and June 6, 2017, for the graduation ceremonies for Edgewood High School and West Covina High School. This location has been used in previous years for the fireworks shows that is part of the City's Independence Day Celebration and provides a safe venue for the activity. The West Covina Unified School District awarded the fireworks contract for both graduation ceremonies to Pyro Spectaculars of Rialto, California. A current certificate of insurance has been filed with the West Covina Fire Department. The Fire Department supports these planned events. Authorization for Fireworks Shows Page 2 of2-May 16, 2017 Separately, the City of West Covina annual fireworks show will be held at Edgewood Middle School on July 4, 2017. This location has been used in previous years for the City's Independence Day Celebration and provides a safe venue for the activity. The City awarded the fireworks contract to Fireworks & Stage FX America, Inc. of Lakeside, California. A cmTent certificate of insurance has been filed with the West Covina Fire Department. The Fire Department supports this planned event. 1. Edgewood High School West Covina High School June 5, 2017 8:15 pm Graduation Ceremon 1609 E. Cameron A venue 2. West Covina High School West Covina High School June 6, 2017 8:15 pm Graduation Ceremony 1609 E. Cameron A venue 3. City of West Covina Edgewood Middle School July 4, 2017 9:00 pm Independence Day 1625 W. Durness Street The West Covina Unified School District and the City of West Covina will notify all residents within 300 feet of the boundaries of the campuses per permit requirement. Meetings with the pyrotechnic operators, school district, and with the Fire Department will be completed prior to each of the events. The firing site plans were submitted, reviewed, and approved. Security issues have been identified and will be provided by the West Covina Unified School District and by the City of West Covina. FISCAL IMPACT: The West Covina Fire Department will receive revenue in the amount of $600 ($300 per Fire Code Permit) for both Edgewood and West Covina High School graduation ceremonies fireworks shows. The City's costs for the annual Independence Day Celebration and fireworks shows were approved and itemized at the February 7, 2017, City Council meeting. Prepared/Reviewed/ Approved by: Larry Whithom Fire Chief / \ ( AGENDA ITEMNO. 10 AGENDA STAFF REPORT City of West Covina I Office of the City Manager DATE: May 16, 2017 TO: Mayor and City Council FROM: Chris Freeland City Manager SUBJECT: ASSET FORFEITURE AND AB2766 A.Q.M.D. FUNDS FOR POLICE WEAPONS, EQUIPMENT, PROJECTS, AND ELECTRIC MOTORCYCLES RECOMMENDATION: It is recommended that the City Council take the following actions: 1. In accordance with Municipal Code Chapter 2, Article VII, Division 2, Sec. 2-330 (b ), which states that the City Council can dispense with the bidding process when it will prove impractical or counter to the public interest, authorize the purchase and trade in of firearms from ProForce Law Enforcement for a total of $104,060.65, from account 117.31.3110.6220; 2. In accordance with Municipal Code Chapter 2, Article VII, Division 2, Sec. 2-330 (b ), which states that the City Council can dispense with the bidding process when it will prove impracticable or uneconomical, waive the bid process and authorize the purchase of five (5) public safety dispatch consoles from Motorola, totaling $447,136, from account 117.31.3116. 7130; 3. In accordance with Municipal Code Chapter 2, Article VII, Division 2, Sec. 2-330 (b), which states that bidding may be dispensed with when the commodity can be obtained from only one (1) vendor, authorize the purchase of two "Zero" electric motorcycles for the Police "bike" team from Hollywood Electrics, for a total of $36,745.30, from account l 19.80.7008.7170; Asset Forfeiture and AB2766 A.Q.M.D. Funds for Police Weapons, Equipment, Projects, and Electric Motorcycles Page2 of5-May 16, 2017 4. Establish Project #17046 for remodeling the old Chamber of Commerce building and establish Project #17053 for the purchase of electric motorcycles for the Police "bike" team; and 5. Adopt the attached resolution authorizing the necessary budget amendments: RESOLUTION NO. 2017-40 -A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF WEST COVINA, CALIFORNIA, ADOPTING A BUDGET AMENDJVIENT FOR THE FISCAL YEAR COMMENCING JULY 1, 2016, AND ENDING JUNE 30, 2017 (POLICE WEAPONS, EQUIPMENT, PROJECTS, & ELECTRIC MOTORCYCLES) DISCUSSION: The West Covina Police Department received federal asset forfeiture funds stemming from successful law enforcement and prosecution efforts of narcotics cases, spearheaded by the Department's Special Enforcement Team (SET). These cases are adjudicated at the federal level, which is often a lengthy process that results in irregular receipts of these funds. The U.S. Department of Justice produces a lengthy publication concerning the spending rules and prohibitions associated with federal asset forfeiture funds. This publication is called the Guide to Equitable Sharing of Federally F01feited Property for State and Local Governments. Briefly, asset forfeiture funds are approved for new unbudgeted law enforcement uses, must be accounted for separately from other funds to adhere to financial reporting and auditing requirements, and cannot be spent until the funds are actually received as revenue. Moreover, these funds cannot be used to replace (supplant) funding levels for police department items (like police officers, materials, services, supplies and equipment, etc.) previously funded from the City's General Fund. There are sufficient funds available in the fund balance of Fund 117 for a range of needed public safety items, which have been prioritized. These items include the following: • Firearms: The bulk of the Police Depaitment's Glock handguns were purchased in 1999. Since that time, they have been deployed for regular field use, monthly qualifications, and other training. Many of the weapons have shot over 100,000 rounds, and are now requiring significant and frequent repairs. The Police Department prefers to continue deploying Glock handguns-the weapons have performed outstandingly over the past 18 years, and the care and support of these Glock handguns is fully integrated into the Department's range practices and firearms policies. Similarly, the Police Department needs to replace its AR15 rifles. Purchased in 1998-99, these rifles have been deployed for regular field use, bi-annual qualifications, and other ongoing and specialized training. Many of the weapons have shot over 60,000 rounds, and are at the end of their useful life. In recent years, urgent repairs have been needed more frequently. The rifle barrels have shown significant wear affecting t..li.e bullet trajectory- having weapons that fire inaccurately is a community safety issue. ( ' ( ( Asset Forfeiture and AB2766 A.Q.M.D. Funds for Police Weapons, Equipment, Projects, and Electric Motorcycles Page 3 of 5 -May 16, 2017 The Police Department needs to replace and trade in its stock of handguns, rifles, and a few miscellaneous weapons leftover from past years. For this purchase, involving law enforcement weapons, it is important to find the best qualified vendor and not necessarily the cheapest vendor. The Police Department needs a vendor experienced in dealing with law enforcement weapons, including responsibly re-registering and selling them. ProForce Law Enforcement has been in business for over fifteen years, exclusively serving the needs of law enforcement, the military, and first responders. The Police Department has purchased weapons and bulletproof vests from ProForce in the past, and was fully satisfied with their service, products, competence, and professional standards. ProForce provided written price quotes for the purchase of203 new weapons (totaling $199,849.65) and the trade in of 213 old weapons (a credit totaling $95,789)-see Attachment No. 1. Staff recommends waiving the bid process (in accordance with Municipal Code Chapter 2, Article VII, Division 2, Sec. 2-330 (b ), which states that bidding procedures may be waived when they are impractical or counter to the public interest), and authorizing the purchase and trade in of firearms directly from ProForce Law Enforcement, totaling $104,060.65. • Unmanned Remote Control Aircraft Systems: Unmanned remote control aircraft systems provide superior overhead views useful during SW AT operations, fire operations, suspect containments, surveillance operations, location scouting, and training debriefings. These aircraft systems, which require specialized training and licenses to operate, are equipped with heat sensing and infrared cameras, and are only used for law enforcement and first responder applications. West Covina Police Officers have completed specialized training for these aircraft systems, and incorporated comprehensive operational guidelines into the Police Department's manual. Obtaining these unmanned aircraft systems will improve officer safety in the field. Staff recommends appropriating $60,000 for the estimated costs of these systems-specific pricing and specifications will be finalized through the bid process. After the conclusion of the bid process, staff will submit an additional Agenda Item to the City Council to award the bid, and purchase this equipment from the recommended vendor. • Remodel of old Chamber of Commerce building for TRAP: On December 6, 2016 ( agenda item# 10), the City Council approved an agreement with Taskforce for Regional Auto- theft Prevention (TRAP) to dedicate two new sworn Detectives to this auto-theft taskforce, which will be reimbursed by TRAP. In order to provide this taskforce with an operational facility, the City can remodel the "old Chamber of Commerce building" on Sunset Avenue, next to Fire Station 3, and split the costs with TRAP. Current estimates of the City's portion of this project total approximately $200,000, with TRAP paying for additional remodel costs of a similar amount. Staff recommends appropriating $200,000 in available federal asset forfeiture for this. Ultimately, this remodel process will go through the Public Works bid process. • Overtime To Manage Police Station Remodel Projects: Asset forfeiture funds were previously appropriated for several Police Station remodeling projects. To manage these projects, approximately $30,000 in supplemental overtime is needed. Asset Forfeiture and AB2766 A.Q.M.D. Funds for Police Weapons, Equipment, Projects, and Electric Motorcycles Page 4 of 5 -May 16, 2017 • Dispatch Consoles: West Covina's Public Safety Dispatch Center uses industry standard Motorola radio infrastructure components to provide radio communications between Dispatchers, Police Officers, Fire Fighters, and other agencies. The dispatch computer console stations, which control the radio system, provide the radio lifelines between first responders and Dispatchers. These console stations, most of which are about 10 years old, are no longer supported by Motorola, which leaves computer operations open to operational failures and cyber attacks. Furthermore, new console stations with updated technology are needed to complete the transition onto the regional "ICI/Com-Net" trunked interoperable digital radio system. Unlike some other manufacturers that ship their products to retailers to sell at varying prices determined by the retailers, Motorola instead sells its public safety communications equipment directly, through its regional authorized distributors. Pricing is unifom1, and is detemnned by the manufacturer, Motorola. It is not practical or economical to conduct a bid for these console stations, because the City will receive one bid, from Motorola's authorized regional distributor, showing the existing contract price currently offered to agencies in our region. On January 17, 2017 (agenda item #14), the City Council waived the bid process for the purchase of mobile data computers from Motorola-it is appropriate to do this again. Staff recommends waiving the bid process and authorizing a direct purchase from Motorola of five dispatch console stations, totaling $447,136, per LA County price contract #MA-IS-1240419-3-see Attachment No. 2. Additionally, on April 18, 2017 (agenda item #24), the City Council approved the creation of a two-Officer team to focus on safety in City parks and homeless outreach. These Officers will primarily be deployed on bicycles. However, after exploring options, the Police Department has detemlined tliat electric motorcycles will augment this team's operations, providing superior maneuverability within and between City parks and homeless response locations. Hollywood Electrics is the regional sole source distributor of the "Zero" electric motorcycles designed specifically for law enforcement, and provided a price quote-see Attachment No. 3. Staff recommends waiving tile bid process (in accordance with Municipal Code Chapter 2, Article VII, Division 2, Sec. 2-330 (b), which states that bidding may be dispensed with when the commodity can be obtained from only one vendor), and authorizing the purchase of two Zero motorcycles with chargers from Hollywood Electrics, totaling $36,745.30. This purchase of new electric motorcycles (replacing old gasoline "dual sport" dirt bikes that were purchased ten years ago) can be funded by AB2766 clean air funds administered by the South Coast Air Quality Management District (AQMD). This funding is available in Fund 119. OPTIONS: The City Council has the following options: 1) Approve staffs recommendations; or 2) Provide alternate direction. ( ( Asset Forfeiture and AB2766 A.Q.M.D. Funds for Police Weapons, Equipment, Projects, and Electric Motorcycles Page5 of5-May 16,2017 FISCAL WP ACT: The West Covina Police Department received federal asset f;;fei~e funds stemming from successful law enforcement and prosecution efforts of narcotics cases, spearheaded by the SET team, such that there are sufficient monies available in the fund balance of Fund 117 for all of the _ · items detailed above, totaling $841;196.65. -Without thesefederalasset forfeiture funds, these unmet needs would become future Police Department budget requests, drawing on the City's General Furid. Thus, while these funds do not supplant existing budgeted funds, they provide significant savings of General Fund money and alleviate .current and future strain on the City's fiscal resources while meeting unbudgeted Police :Department needs. It is appropriate. and allowable to use available federal asset forfeiture funds for .these items. · The proposed budget amendment will:mbrease experrliittl:res for Police Department supplies in the _ amount of $104,060.65, increase equipment expenditures in the amount of $60,000, increase overtime expenditures in the amourit of $30,000, increase building expenditures in the_Junount of-_ $200,000, increase data processing equipment expenditures in the amount of $44?;136, and decrease the fund balance in the Asset,Forfeittire fund by $841,196.65. The proposed budget __ - amendment will also increase vehicle and mobile equipment expenditures and decrease fund balance in the AQMD fund by $36,745.30. There isno General Fund impact with this item. Prepared by: .Alex B. Houston Police Administrative Services Manager Reviewed/Approved by: -~~a~e?J-)J- Chief of Police ATTACHMENTS: o unJi, P.E. ctor/City Engineer ~~ ~~ar Finance Director Attachment No. 1 -Business Letter and Price Quote from ProForce Law Enforcement Attachment No. 2-Price Quote from Motorola Attachment No. 3 -Sole Source Letter and Price Quote from Hollywood Electrics Attachment No. 4-Resolution No. 2017-40, with Exhibit 1 Attachment No. 1 !FJX1ctDII-D~C:«- LA W El'./FORCElV!ENT Qualifications and Experience • Proforce Law Enforcement has been in business for (15) years selling law enforcement agencies, individual officers along with military personnel firearms, firearms accessories, ammunition, duty gear, non-lethal devices and distraction devices. • Proforce Law Enforcement has (2) locations, our corporate office is located in Prescott, Arizona and we have a store location in Brea, California. Company Information • Proforce Law Enforcement was incorporated in 2001 when the law enforcement side of Davidson's Inc. separated from the parent company. Davidson's has been in business since 1932. Proforce Law Enforcement sells exclusively to Law Enforcement, Fire Professional, First Responders, Security Agencies and both Active and Retired Military and as such we focus specifically on the needs and requirements of these professionals. We have outside salesmen who travel specific territories to assess the needs of agencies, demonstrate products, size body armor and solve issues. The Proforce Law Enforcement Support Center located in Prescott, Arizona employs highly trained sales professionals to answer questions, make sales and works closely with law enforcement professionals. Proforce Law Enforcement has grown professionally in the years since incorporation, adding sales and support professionals to meet the needs of the law enforcement community. We have a commitment to Customer Service and Satisfaction. Our sales professional's goal is to quote the products agencies request in any form requested. We represent many Vendors and because of our sales volume we are able to negotiate law enforcement pricing the meet the budgetary needs of most law enforcement agencies. Vendors may not always have product available in a timely matter but our relationship with Davidson's may allow us to get the product to our customers much sooner. Through direct contact with our vendor representatives our salesmen are able to suggest alternatives to meet specific requirements of agencies. Firm • Proforce Marketing, Inc. DBA Proforce Law Enforcement a national company. Prescott, Arizona Corporate Office & Support Center 3009 North Highway 89 • Prescott. AZ 86301 Phone (928) 776-7192 • Fax (928) 445-3468 Brea, California Law Enforce-ment;Fire & Military Store 655 Berry Street, Suite H • Brea, CA 92821 Phone (714) 257-9095 • Fax (714) 257-9076 lRX1.@FORCE QUOTE# PAGE p R I C E 351296 1 C LAW ENFORCEMENT SHIP DATE 3009 North Highway 88 Prescott1 AZ. 86301 Q u 0 T E A.S.A.P. Tel: (928) 776-7192 Fax:(928) 445-3468 sales@proforceonline.com www.proforceonline.com FFL # 9-86-025-01-4G-00508 SOLD SHIP TO TO CITY OF WEST COVINA WEST COVINA POLICE DEPARTMENT ACCTS PAYABLE 1444 WEST GARVEY 1444 WEST GARVEY AVE WEST COVINA CA 91790 WEST COVINA CA 91793 JOB # I DATE I CUST. # I LOC. I SALESMAN SHIP VIA FRT. NA 103/17/1710012131 A I GREGG MCCLUNG F-2D FOB ORIGIN QTY. UOM QUOTED ITEM NO./DESC. UNIT PRICE DISC. NET PRICE 115 PG21507 469. ooo, EA 53,935.00 GLK M21 G4 45AP PST GNS 3MAGS . 0 10 PG17507 409.000 EA 4,090.00 GLK M17 G4 9MM PST GNS 3MAGS . 0 \, 15 PI1550202UTM 454.000( EA 6,810.00 GLK M17T UTM BBL GUN PST FS G3 . 0 GLK TRAINING PST GEN 3 ONLY 5 01-2845 315.000 EA 1,575.00 UTM AR/M4 SER MMR CONV KIT . 0 b WITH ONE 30RD SAFETY MAG 48 NON-STOCK 636.550 EA 30,554.40 CLT ITEM# LE6920-0EM2 .on 48 MAG347BLK 38.960• EA 1,870.08 MPI MOE SL STOCK CARBINE BLK . 0 0 MIL SPEC 48 MAG538BLK 23.300• EA 1,118.40 MPI MOE SL HANDGUARD BLK • Q, CARBINE LENGTH AR15/M4 COMMENT { TERMS '1 /YIXJ@FORCE QUOTE# PAGE p R I C E 351296 ~ LAVrl ENFORCEMENT SHIP DATE 3009 North Highway 89 Prescott, AZ. B6301 Q u 0 T E A.S.A.P. Tel: (928) 776-7192 Fax:(928) 445-3468 sa1es@proforceonline.com www.proforceonline.com FFL # 9-86-025-014G-00508 SOLD SHIP TO TO CITY OF WEST COVINA WEST COVINA POLICE DEPARTMENT ACCTS PAYABLE 1444 WEST GARVEY 1444 WEST GARVEY AVE WEST COVINA CA 91790 WEST COVINA CA 91793 JOB # I DATE ICUST.# ILOC.ISALESMAN SHIP VIA FRT. NA 103/17/17 1001213 I A I GREGG MCCLUNG F-2D FOB ORIGIN QTY. UOM QUOTED ITEM NO./DESC. UNIT PRICE DISC. NET PRICE 48 MAG500BLK 19.210( EA 922.08 MPI ASAP AMBI SLING ATTACHMENT • QI BLK 96 NON-STOCK 13.300( EA l,276.80 MPI ITEM# MAG607BLK -M-LOK . 01 PRACLIP SLING MOUNT 96 MAG437BLK 4. 640( EA 445.44 MPI MOE CANTILEVER RAIL . 0( SECTION 48 MAG5l4BLK 36.070( EA l,731.36 MPI MS3(GEN 2)SLING BLACK . 0 48 MAG402BLK ll. 640 EA 558.72 MPI MOE ILUJMINATION KIT BLK . 0( 48 MAG4l5BLK ll.640 EA 558.72 MPI MOE GRIP BLK . 0' 48 MAG4l7BLK 5.220 EA 250.56 I MPI MOE TRIGGER GUARD BLK . o D -··-. --· - I COMMENT I TERMS I ( ( . i [je{f1@FORCE LAW ENFORCEMENT 3009 North Highway 89 Prescott1 AZ 86301 Fax:(928) 445-3468 www.proforceonline.com Tel: (928) 776-7192 sales@proforceonline.com FFL # 9-86-025-0f-4G-00508 SOLD TO CITY OF WEST COVINA ACCTS PAYABLE 1444 WEST GARVEY AVE WEST COVINA CA 91790 SHIP TO P R I C E Q U O T E QUOTE# PAGE 351296 3 SHIP DATE A.S.A.P. WEST COVINA POLICE DEPARTMENT 1444 WEST GARVEY WEST COVINA CA 91793 JOB# I DATE ICUST.# ILOC.ISALESMAN SHIP VIA IFRT. NA 103/17/17 I 001213 I A I GREGG MCCLUNG F-2D FOB ORIGIN QTY. QUOTED 48 48 48 48 15 1 ITEM NO./DESC. UNIT PRICE UOM DISC. NET PRICE 12172 AIM COMP 4S 2MOA W/QRP2 MOUNT NON-STOCK AIM ITEM# 12223 -FLIP UP FRNT COVER X300U-A SUF X300A ULTRA 500LUM WEAPON LIGHT XT07 SUF TAILCAP SWCH ASBY, X200, DIS, CONST ON, TAPE SWCH 1440 DEF TAC 4 SHOT LAUNCHER 40MM ***LE ONLY*** XFET THIS ITEM FET OUT IMPORTANT NOTICES: 691.4201 15 .1601 199.330 120.000 1,921.970 . 000< EA . 0 EA . 0 EA • 0 EA • 0 EA .0 EA • 0 D This quotation is based on the issuance of a depar,ment purchase order, F.A.E.T. Exemption, paymenl by che,•k 33,188.16 727.68 9,567.84 5,760.00 28,829.55 .00 in 30 days (unless otherwise a,reed) and ii stated quantities. ATF or the manufa, turer may r, quire a,•ditional COMMENT TERMS ' IR71@FORC:E QUOTE# PAGEi p R I C E 351296 , I LAM! ENFORCEMENT SHIP DATE 3009 North Highway 89 Prescott1 AZ 86301 Q u 0 T E A.S.A.P. Tel: (928) 776-7192 Fax:(928) 445-3468 sales@proforceonline.com www.proforceonline.com FFL # 9-86--025-01-4G-00508 SOLD SHIP TO TO CITY OF WEST COVINA WEST COVINA POLICE DEPARTMENT I ACCTS PAYABLE 1444 WEST GARVEY 1444 WEST GARVEY AVE WEST COVINA CA 91790 WEST COVINA CA 91793 JOB # I DATE ICUST.# ILOC.ISALESMAN SHIP VIA FRT. NA 1 03/17 /17 10012131 A 1 GREGG MCCLUNG F-2D FOB ORIGIN QTY. UOM QUOTED ITEM NO./DESC. UNIT PRICE DISC. NET PRICE forms. Sample forms may be fot Ind at: httn://www.ProForceonline.com/f orms.html - Ordering Instructions: Please 1 ax a copy o the de :bartment purchase order and F.E.T. form to (928)445 3468. PLEASE MAIL ORIGINALS to ProForce Law Enforcement 3009 N Hwy 89, Prescott, AZ 86301. Standard Terms are Net 30 days. If depart, ent pol cy does not allow for partial shipment, and paymen' s, sepa. ate purchase orders for each item 1 ill be nece: sary. Standard manufacturer's warran1 y applies t, , all de tiartment purchases unless otherwise spe< ifically no1 ed. This quote is valid for 45 day, from the d, te of i, sue, pending credit approval, and i, subject to manufacti:.urer's availability and price change. Please cal (800) .' 67-5855 if this bid is still pending OI the expiral ion dat,e for updated pricing. A 20% restocking fee will appl· to all ret, rned go DdS. Please call us for a return au1 horization umber. ProForce Law Enforcement agree, to defend, indenmi y and hold harmless its customers fr< m claims fo person 1 injury or property damages, to the extent , rising ram the negligent acts or omissions of ProForce La· Enforc ment or ______ , - COMMENT . TERMS I ( [JE{X1@FORCE QUOTE# PAGE p R I C E 35J.296 5 LAW ENFORCEMENT SHIP DATE 3009 North Highway 89 Prescott, p.z 86301 Q u 0 T E A.S.A.P. Tel: (928) 776-7192 Fax:(928) 445-3468 sales@proforceonline.com www.proforceonline.com FFL # 9.S6.025.01-4G.00508 SOLD SHIP TO TO CITY OF WEST COVINA WEST COVINA POLICE DEPARTMENT ACCTS PAYABLE J.444 WEST GARVEY J.444 WEST GARVEY AVE WEST COVINA CA 9J.790 WEST COVINA CA 9J.793 JOB # I DATE I CUST. # I LOC . I SALESMAN SHIP VIA FRT. NA 103/J.7/J.7 IOOJ.2J.3 I A I GREGG MCCLUNG F-2D FOB ORIGIN QTY. UOM QUOTED ITEM NO./DESC. UNIT PRICE DISC. NET PRICE its employees, agents or indepe ndent contra ctors. - IMPORTANT: To order from this quotation, lease s gn below, attach Purchase Order, and ema.' 1 tosales@'l"" oforceo r,.line.com -, - Printed Name: l - Date: P.O.: - Signature: SALES AMOUN'C J.83,769.79 COMMENT FOR: HUSTON CLEMENT BY: KARI MARTIN 8.750% SALES TA J.6,079.86 SUB TOTAe J.99,849.65 TERMS DUE NET 30 DAYS \ ( !Flfl@FORCE QUOTE# PAGE p R I C E 350564 ' LAW El'./FORCEMEl./T SHIP DATE 3009 North Highway 89 Prescott, AZ 86301 Q u 0 T E A.S.A.P. I Tel: (928) 776-7192 Fax:(928) 445-3468 sales@proforceonline.com www.proforceonline.com FFL # 9-S6-025-01-4G-00508 SOLD SHIP TO TO CITY OF WEST COVINA WEST COVINA POLICE DEPARTMENT ACCTS PAYABLE 1444 WEST GARVEY 1444 WEST GARVEY AVE WEST COVINA CA 91790 WEST COVINA CA 91793 JOB # I DATE ICUST.# ILOC.ISALESMAN SHIP VIA FRT. NA 104/10/17 1 001213 l A I GREGG MCCLuNG FX G-FOB ORIGIN QTY. UOM QUOTED ITEM NO. /DESC. UNIT PRICE DISC. NET PRICE 53 TRADES-CA 250.000 -EA 13,250. OOCR CREDIT FOR TRADES-IF NOT SENT .0 AS SPECIFIED, MAY BE REDUCED GLOCK 21, GEN 3, NIGHT SIGHTS v I ( 3) MAGS . ~CH. AP ROX. 10 YEARS OLD. GOOD CONDITION 40 TRADES-CA 400.000 -EA 16,000.00CR. CREDIT FOR TRADES-IF NOT SENT . 0 jJ AS SPECIFIED, MAY BE REDUCED COLT AR2 AR15 GOVT CARBINE WITI FLASHLIGHT MOUNT, LING A..l'JD COLLAPSIBLE STOCK. GOOD CONDIT] ON (3 0 OF Tl ,ESE THE tE HAVE AIMPOINT COMP M2 OPTICS) 78 TRADES-CA 550. ooo, -EA 42,900.00C> CREDIT FOR TRADES-IF NOT SENT . On AS SPECIFIED, MAY BE REDUCED H&K P7 M13 9MM PISTOL, (1) MAG EACH, 30 YEi illS OLD, GOOD CONDITION, WEST COVINA PD STAMl TO BE REMO' ?ED. I 2 TRADES-CA 550. ooo, -EA 1,100.00C!< CREDIT FOR TRADES-IF NOT SENT .0 AS SPECIFIED, MAY BE REDUCED H&K P7 MS 9MM PISTOL, (1) MAG J ACH, 30 YEAJ s OLD, OOD CONDITION. WEST COVINA PD STAM] TO BE REMO VED. ~· -------·------------------•. COMMENT I I ' TERMS I ( !Rfl.@FORCE QUOTE# PAGE p R I C E 350564 2 LAW ENFORCEMENT SHI!? DATE 3009 North Highway 89 Prescott1 AZ 86301 Q u 0 T E A.S.A.P. Tel: (928) 776-7192 Fax:(928) 445-3468 sales@proforceonline.com www.proforceonllne.com FFL # 9-86--025--01-4G--00508 SOLD SHIP TO TO CITY OF WEST COVINA WEST COVINA POLICE DEPARTMENT ACCTS PAYABLE 1444 WEST GARVEY 1444 WEST GARVEY AVE WEST COVINA CA 91790 WEST COVINA CA 91793 JOB # I DATE ICUST.# ILOC.ISALESMAN SHIP VIA IFRT. NA I 04/10/17 I 001213 I A I GREGG MCCLUNG FX G-FOB ORIGINI QTY. UOM QUOTED ITEM NO. /DESC. UNIT PRICE DISC. NET PRICE 2 TRADES-CA 300. 000( -EA 600.00Cil. CREDIT FOR TRADES-IF NOT SENT . o, AS SPECIFIED, MAY BE REDUCED ( COLT AR 15 MODEL SPl FIXED CARI y HANDLE (OJ E W/BRO. ,EN STOCK) { FAIR -GOOD CONDITION 1 TRADES-CA 150.000 -EA 150.00CR CREDIT FOR TRADES-IF NOT SENT . 0' AS SPECIFIED, MAY BE REDUCED REMINGTON 870 AUTO, WOOD STOCK, 6 ROUND SI: E SADDL ' GOOD CONDITION 1 TRADES-CA 200.0001 -EA 200.00CR. CREDIT FOR TRADES-IF NOT SENT • 0 D AS SPECIFIED, MAY BE REDUCED BENELLI BARREL HK 12 GA SHOTG~, PISTOL GR P, SPRIJ ~G CAP MISSING, SPRING EXPOSED, GOOD C ONDITION 1 TRADES-CA 270.000( -EA 270.00Cil. CREDIT FOR TRADES-IF NOT SENT . o, AS SPECIFIED, MAY BE REDUCED HK BENELLI SUPER 90 Ml, 12 GA v I TACTICAL l IGHT (S 'RING TUBE COMMENT I TERMS 'r ,' U:W@FORCE QUOTE# PAGE p R I C E 350564 -LAW ENFORCE!YIENT SHIP DATE 3009 North Highway 89 Prescott, AZ 86301 Q u 0 T E A.S.A.P. Tel: (928) 776-7192 Fax:(928) 445-3468 sales@proforceonline.com www.proforceonline.com FFL # 9.S6-025-01-4G-00508 SOLD SHIP TO TO ' CITY OF WEST COVINA WEST COVINA POLICE DEPARTMENT ACCTS PAYABLE 1444 WEST GARVEY 1444 WEST GARVEY AVE WEST COVINA CA 91790 WEST COVINA CA 91793 JOB # l DATE l CUST. # 1 LOC. l SALESMAN SHIP VIA FRT. NA 104/10/17 I 001213 I A I GREGG MCCLUNG FX G-FOB ORIGIN QTY. UOM QUOTED ITEM NO./DESC. UNIT PRICE DISC. NET PRICE CRACKED) FAIR CONDITION 1 TRADES-CA 25. ooo, -EA 25.00C CREDIT FOR TRADES-IF NOT SENT . on AS SPECIFIED, MAY BE REDUCED HK 12 GA SHOTGUN, SURPLUS ONLY, POOR CONDI' hION 1 TRADES-CA 300. ooo, -EA 300.00C~ CREDIT FOR TRADES-IF NOT SENT . 0 I AS SPECIFIED, MAY BE REDUCED HK BENELLI SUPER 90, Ml, 12GA \ /TACTICAL L. GHTF GOI no CONDITION 1 TRADES-CA 1,000.0001 -EA 1,000.00CR CREDIT FOR TRADES-IF NOT SENT • 0 I AS SPECIFIED, MAY BE REDUCED HK 91, 308 CAL W/ BIPOD, GOOD C ONDITION 1 TRADES-CA 1,000.000 -EA 1,000.ooco CREDIT FOR TRADES-IF NOT SENT . 0" AS SPECIFIED, MAY BE REDUCED HK 7.62X51 W/ BIPOD, GOOD COND: TION COMMENT I TERMS I !Fw.@FORCE QUOTE# PAGE p R I C E 350564 4 • LAW ENFORCEMENT SHIP DATE 3009 North Highway 89 Prescotti /u. 86301 Q u 0 T E A.S.A.P. Tel: (928) 776-7192 Fax:(928) 445-3468 \ sales@proforceonline.com www.proforceonline.com FFL # 9.S6-025-01-4G-00508 SOLD SHIP TO TO CITY OF WEST COVINA WEST COVINA POLICE DEPARTMENT ACCTS PAYABLE 1444 WEST GARVEY 1444 WEST GARVEY AVE WEST COVINA CA 91790 WEST COVINA CA 91793 JOB # I DATE ICUST.# ILOC.ISALESMAN SHIP VIA FRT. NA I 04/10/17 I 001213 I A I GREGG MCCLUNG FX G-FOB ORIGIN! QTY. UOM QUOTED ITEM NO./DESC. UNIT PRICE DISC. NET PRICE 2 TRADES-CA 150.000 -EA 300.00CR CREDIT FOR TRADES-IF NOT SENT . 0 AS SPECIFIED, MAY BE REDUCED RUGER M77, 308 BOLT ACTION, woe D STOCK, FA R -GOOD CONDITION 1 TRADES-CA 270. 000( -EA 270. OOC{ CREDIT FOR TRADES-IF NOT SENT .0 AS SPECIFIED, MAY BE REDUCED HK BENELLI SUPER 90 W/ 6 ROUND SIDE SADDLE GOOD 0 NDITION 1 TRADES-CA 300.000( -EA 300.00CR CREDIT FOR TRADES-IF NOT SENT . o D AS SPECIFIED, MAY BE REDUCED BENELLI SUPER 90 W/ TACTICAL L: GHT AND PIS' OL GRIP FAIR CONDITION 1 TRADES-CA 270. 000( -EA 270.00C{ CREDIT FOR TRADES-IF NOT SENT . o, AS SPECIFIED, MAY BE REDUCED BENELLI M1 SUPER 90, FAIR CONDJ TION COMMENT TERMS ' IYIXl@FORCE LAW E!/FORCEMENT 3009 North Highway 89 Tel: (928) 776-7192 sales@proforceonline.com FFL # 9-ll6-025-01-4G-00508 Prescott, AZ 86301 Fax:(928) 445-3468 www.proforceonline.com P R I C E Q U O T E QUOTE# ~-PAGE 350564 SHIP DATE A.S.A.P. SOLD TO SHIP TO CITY OF WEST COVINA ACCTS PAYABLE 1444 WEST GARVEY AVE WEST COVINA CA 91790 WEST COVINA POLICE DEPARTMENT I 1444 WEST GARVEY WEST COVINA CA 91793 JOB # I DATE I CUST. # I LOC. I SALESMAN SHIP VIA IFRT. NA I 04/10/17 I 001213 I A I GREGG MCCLUNG FX G-FOB ORIGIN! I QTY. QUOTED ITEM NO./DESC. UNIT PRICE UOM DISC. NET PRICE 1 1 4 9 TRADES-CA CREDIT FOR TRADES-IF NOT SENT AS SPECIFIED, MAY BE REDUCED 130. 000< -EA .0 REMINGTON 870 MAGNUM, WOOD STOCK, GOOD CONJDITION TRADES-CA CREDIT FOR TRADES-IF NOT SENT AS SPECIFIED, MAY BE REDUCED 300.000< -EA • 0 COLT SPORTER 223 W/ COLLAPSIBLE STOCK, TAC''ICAL LI HT AND CARRY HANDLE, GOOD CONDITION TRADES-CA 50.000(-EA CREDIT FOR TRADES-IF NOT SENT . o D AS SPECIFIED, MAY BE REDUCED 223 UPPERS W/ CARRY HANDLE, GOCD CONDITION TRADES-CA 100. 000( -EA CREDIT FOR TRADES-IF NOT SENT .On AS SPECIFIED, MAY BE REDUCED 130.00C< 300.00C< 200.00C' 900.00CI< CONVERTED SIMS GUNS ( 4) BERETTl & ( 5) GLOCI , POOR l'ONDITION -----------~--~ ---~--~"··--·----f-------------1 COMMENT TERMS I !HX1@FORCE QUOTE# PAGE p R I C E 350564 6 . LAW ENFORCEMENT SHIP DATE ·, 3009 North Highway 89 Prescott, /JZ 86301 Q u 0 T E A.S.A.P. Tai: (928) 776-7192 Fax:(928) 445-3468 \ sales@proforceonline.com www.proforceonline.com FFL # 9--06--025--01-4G--00508 SOLD SHIP TO TO CITY OF WEST COVINA WEST COVINA POLICE DEPARTMENT ACCTS PAYABLE 1444 WEST GARVEY 1444 WEST GARVEY AVE WEST COVINA CA 91790 WEST COVINA CA 91793 JOB # I DATE I CUST. # I LOC. I SALESMAN SHIP VIA FRT. NA I 04/10/17 I 001213 i A I GREGG MCCLUNG FX G-FOB ORIGIN QTY. UOM QUOTED ITEM NO./DESC. UNIT PRICE DISC. NET PRICE 1 TRADES-CA 100.000, -EA 100.00CR CREDIT FOR TRADES-IF NOT SENT •QI AS SPECIFIED, MAY BE REDUCED OLYMPIC ARMS AR15 CONVERTED SIi s RIFLE, FA R CONDI' "ION ' 1 TRADES-CA 100.000( -EA 100.00C, CREDIT FOR TRADES-IF NOT SENT . 0 I AS SPECIFIED, MAY BE REDUCED BUSHMASTER XM15-E2S WITH FIXED CARRY HANDLI S, SIMS RIFLE, GOOD CONDITION 8 TRADES-CA 528.000 -EA 4,224.00C> CREDIT FOR TRADES-IF NOT SENT . 0' AS SPECIFIED, MAY BE REDUCED MPS'S (7 WITH SINGLE/3 RND/FULI AUTO SELEC' OR SWITrH) (3 WITH SAFE SEMI AND FULL AUTO SI LECTOR SWIT• H) (4 W COLLAPSIBLE STOCK) (6 W/ FIXED STOCKS) . 5 , illDITIONAL TRIGGER MECHANISMS. PARTS ONLY **DO NOT SHIP TO PROFORCE LAW I NFORCEMENT, PLEASE , tALL FOR INSTRUCTIONS** COMMENT ( TERMS ·1 \ [RX].@FORCE QUOTE# PAGE p R I C E 350564 ~ LA~V ENFORCEMEf./T SHIP DATE 3009 North Highway 89 Prescott, AZ 86301 Q u 0 T E A.S.A.P. I Tel: (928) 776-7192 Fa.:(929) 445-3468 sales@proforceonline.com www.proforceonllne.com FFL # 9-86-025-014G-00508 SOLD SHIP TO TO ' CITY OF WEST COVINA WEST COVINA POLICE DEPARTMENT ACCTS PAYABLE 1444 WEST GARVEY 1444 WEST GARVEY AVE WEST COVINA CA 91790 WEST COVINA CA 91793 JOB # I DATE ICUST.# ILOC.i SALESMAN SHIP VIA FRT. NA -04/lO/l 7 I 001213 I A I GREGG MCCLUNG FX G-FOB ORIGIN QTY. UOM QUOTED ITEM NO./DESC. UNIT PRICE DISC. NET PRICE 2 TRADES-CA 5,950.0001 -EA ll, 900. OOCR. CREDIT FOR TRADES-IF NOT SENT . 0 I AS SPECIFIED, MAY BE REDUCED I MP5'S FULLY TRANSFERRABLE. NOT BE BE TAKEN APART, LL TRANSFER PAPERWORK WILL NEED TC BE DONE BY THE AGEi!iCY ••~ NOT ss,, TO ,Ro~ROS ~W ~OROEMSNT, PLEASE CALL FOR INSTRUCTIONS** **PLEASE NOTE: WHEN SHIPPING~RADE GUNS, . "LEASE S' ~PPLY A LETTER STATING THAT THE GUNS VE BEEN INS, ECTED B AN ARMORER AND THAT THEY ARE SAFE AND FUNCTIOl 1,.AL. AL' " CONFISCATED WEAPONS MUST BE CL ARED BY AN l CIC CHE• tK AND STATED ON YOUR PAPERWORK PRIOR TO SHIPPING TO PROF< bRCE. NO SATURDAY DELIVERIES . AN ADULT 1 IGNATURE IS REQUIREI.** **PLEASE EMAIL THE COMPLETED Tl ADE WEAPONS FORM IN EXCEL FORMAT PRIOR TO SHIPPING THE Tl ADES TO PROJ ORCE LAI ENFORCEMENT.** **NOTE: PROFORCE LAW ENFORCEME! T DOES NOT. CCEPT CLASS III WEAPONS TRADES. PLEASE DO NOT SHIP ANY CL, SS III rEAPONS TO PROFORCE REGARDLESS OF THE CIRC UMSTANCES.* IMPORTANT: TRADE GUNS ARE TO l E DELIVERED TO PROFf_RC_l'l LAW ---·-"---------·-_,, ______ ----· ------I COMMENT ' TERMS I !RJ«.@FORCE QUOTE# PAGE p R I C E 350564 8 ( .. · LAW ENFORCEMENT SHIP DATE 3009 North Highway 89 Prescott, ~ 86301 Q u 0 T E A.S.A.P. Tel: (928) 776-7192 Fax:(928) 445-34£8 sales@proforceonline.com www.proforceonllne.com FFL # 9-86.Q25.Q1-4G.Q0508 SOLD SHIP TO TO CITY OF WEST COVINA WEST COVINA POLICE DEPARTMENT ACCTS PAYABLE J.444 WEST GARVEY J.444 WEST GARVEY AVE WEST COVINA CA 91.790 WEST COVINA CA 9J.793 JOB # I DATE ICUST.# ILOC.ISALESMAN SHIP VIA FRT. NA 104/J.O/J. 7 1 OOJ.2J.3 I A 1 GREGG MCCLUNG FX G-FOB ORIGIN QTY. UOM QUOTED ITEM NO./DESC. UNIT PRICE DISC. NET PRICE ENFORCEMENT (ADDRESS LISTED BEI OW) AT THE I EPARTME "'"T 1 S EXPENSE WITHIN 45 DAYS OF ACCEI TANCE OF NEl PRODUC' ' PROFORCE LAW ENFORCEMENT 3009 N. HIGHWAY 89 PRESCOTT, AZ 86301. **ALL CLASS III WEAPONS ARE BII TO BE FULL: TRANSF ·RRABLE. ALL NECESSARY PAPERWORK MUST ACCOMPANY Tl E TRANS ER.** **PLEASE DO NOT SHIP CLASS III WEAPONS TO I ROFORCE LAW ENFORCEMENT. PLEASE CALL 801 -367-5855 F< R INSTR CTIONS.** SALES AMOUN·~ 95,789.00CR COMMENT FOR: HUSTON CLEMENTS BY: KARI MARTIN 8.750% ')_) TERMS DUE NET 30 DAYS Attachment No. 2 PROPOSAL CITY OF WEST COVINA Cl MOTOROLA SOLUTIONS ( i MOrOROl.A SOWTIONS l/l/1/ll//l/lllll///lll/ill/111111'''''''''''''''""""""" ····· .•. ,,,,,,,,,,,,1,11111111111111111111111111111111 The design, technical, pricing, and other information ("Information") furnished with this submission is proprietary information of Motorola Solutions, Inc. ("Motorola") and is submitted with the restriction that it is to be used for evaluation purposes only. To the fullest extent allowed by applicable law, the Information is notto be disclosed publicly or in any mannerto anyone other than those required to evaluate the Information without the expresswritten permission of Motorola. MOTOROLA, MOTO, MOTOROLA SOLUTIONS, and the Stylized M Logo are trademarks or registered trademarks of Motorola Trademark Holdings, LLC and are used under license. All othertrademarks are the property of their respective owners.© 2016 Motorola Solutions, Inc. All rights reserved. I I I I I/ I I It I I I I It I I I I I I I If I If I I I I I I I I I I I I, f I I I I• • • • • , • • • • • • • • < • <, t< I fl I I II f I ,11 I I/ I <I I I I If{/ fl I fl ti I Ill fll/J I MO'TOROLA SOI-UT/ONS /Ill I /I/I/I II I II !Ill I /I/Ill I If I I I I I,,,,'''''''' ..... . April 27, 2017 Capt. Doug Murray 1444 VV. Garvey Ave. West Covina, California 91790 RE: Motorola Solutions MCC 7500 Addition Dear Capt. Murray, . ..... ,,,,,,,,,,,,,11,11111111111111111111111111111111 Motorola Solutions, Inc. is pleased to have the opportunity to provide the City of West Covina quality communications equipment and services. Motorola Solutions' project team has taken great care to propose a solution to address your needs and provide exceptional value. The proposed solution includes a combination of hardware, software and services. Specifically, this solution provides five (51 MCC 7500 Dispatch Console operator positions, dual GGM 8000 Site Gateways and Site Switches for redundancy, as well as the implementation and warranty services needed to support them. Motorola has provided pricing for two (21 optional MCC 7100 remote consoles and associated services. This proposal is subject to the terms and conditions of the included Communications System Agreement (CSA), and shall remain valid for a period of 60 days from the date of this letter. Motorola Solutions would be pleased to address any concerns the City may have regarding the proposal. Any questions can be directed to Mike Bravo, Account Executive at 951-277-2125, (mike.bravo@motorolasolutions.com). Our goal is to provide the City with the best products and services available in the communications industry. We thank you for the opportunity to implement the proposed communications solution for you, and we hope to strengthen our relationship by implementing this project. Sincerely, Jerry P. Burch Area Sales Manager MOTOROLA SOLUTIONS, INC. 11111111,,,,,,,,,,1,,1,1111,,,,,1111,,,,,,,,,,, ..... ,., '' ,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,1,,,,1,11 March 10, 2017 Use or disclosure of this proposal is subject to the restrictions on the disclosure page. Page 5 ( I ( MOTOJ:lOLA SOLVT!ONS //ll/llllll//l//lll//jjj/llll///JJ////llllll>I•••••·•· ·•••••••••>>IIIIIIJ/////l/llll/1//ll/lf/lllllll///l/ll/ SECTION 1 SYSTEM DESCRIPTION 1.1 MCC 7500 SOLUTIONS OVERVIEW Motorola's proposed dispatch solution for the City of West Covina is our MCC 7500 Dispatch Console, offering IP- based seamless connectivity between City of West Covina's dispatch operators and field personnel. The MCC 7500 Dispatch Console will provide City of West Covina with a scalable and flexible system architecture, sophisticated network management and security, and an easy migration to future capabilities. See the figure titled "MCC 7500 Dispatch Console.' Figure 1: MCC 7500 Dispatch Console. The Console typically includes desktop PC, headset, speakers, display, keyboard, mouse, and Voice Processor Module The proposed solution for the City includes five (5) MCC 7500 Dispatch consoles at West Covina PD Dispatch Center and two (2) optional MCC 7100 remote Dispatch positions for PD's future mobile command center. The following table summarizes the proposed console equipment and peripherals for MCC 7500, which are included in our proposal. All licenses necessary/or operation have also been included as part of the solution. Table 1: Proposed Equipment at West Covina PD Dispatch Center 5 Personal Computer with Windows 7 5 Voice Processor Module ... -• ·····-~---,··"-~----·-----·----------·-· ___ ., -·-·-·--· 10 Headset Jack 20 Desktop Speakers --~Lm;~"'F~-f~"'-~~1,;~"'t;_~-¥'"':-_~"'-~~-,~~~~~p,t~!¥l[8l~f~a•~~~4f~~,. 3 Console LAN Switch 2 Console Site Router 5 GGM 8000 Gateway with a Conventional Gateway Interface (CCGW) GCP 8000 Conventional Site Controller -·-··----·-·--·-·· . -----· SOM 3000 Auxiliary Input/Output Server I' r /III// I I/ t t' '//II/I', I/ I, I/ I I I I I I I I Ir I I I I I' ••••••• •••••• '~'''I' I I I, r,, 'II,, I I/ It I I' I. It I I I I I I I I Ir I I I I I. March 10, 2017 Use or disclosure of this proposal is subject to the restrictions on the disclosure page. Page 6 MOTOROLA SOUJTIONS lllllll//llllllll/ll//ll//l/ll//1111111<•••······· • MKM 7000 Console Alias Manager I I I I 1 I I I If I I 1 I I I I I I I I 1 I I I I I I I I I I I It I It If I >, I f " • • • • • • • ······· .,,,,,,,,,,,,,,11111111111111111111111111111111 ·•.,,,,,II lll fl I If I I I I J l fl It II I If/ I I 11 lll I II I/ I 1 I II I March 10, 2017 Use or disclosure of this proposal is subject to the restrictions on the disclosure page. Page 7 \ ( 1. MOTOFlOJ..A SOLUTIONS l!ll!!l!ll!!l!l!!!ll/!ll/llll//llflfllll•••••········ .......•• ,,,,,,,,,,,,11111111111111!/l!/l!llll!l!IIII! 1.2 CONSOLE CONNECTIVITY The proposed MCC 7500 Dispatch consoles will connect into the ASTRO 25 master site at Glendale. A conceptual diagram of the proposed console connectivity has been provided in Figure 1-2. _ 0 __ :_._· __ ,_-_-_._.-_._-_---.. --~_-_Q __ ;_-_-_-,_-_-_._-~•-_-_ .. _,c----~---_ ••• _l_•~-' ' __ Ethernet ~: Q ~}_~-~~s~_,ru~~, i~~--~~s:le Srre Link;, -,-__ --~-•• ~rtc __ ----~NS1f.1T~n --~~~--~~~,;-.~:_ ConsE_le5ttelloater ~· Master Site !WA~L _____ _ -------------c=-~ ~~--.:-:...,_ -'----,-·~----,-=-;=_=,-,~~-----.--_-_c,_---a:-.-- Figure 2: System connectivity for proposed solution. The solution will rely on 2 dedicated T1 links between City of West Covina PD Dispatch center and Glendale Master site, provided by the City for backhaul connectivity. I Ill II/ Ill I I II ll lfl I ff I fl/ lfJ Ill Ill 11 111 I I It t t I•••••,•· • • • •••••<•><I l ll//l/111 II/ II I I Ill II 1111 fl// Ill// I// fl I/ March 10, 2017 Use or disclosure of this proposal is subject to the restrictions on the disclosure page. Page a MOTOROLA SOLUTIONS //////////////////f/ff/////((/((/i//11111•1•••••••• · · • •'•'•'"I I 111 /1/J II I fl If/I II//// I II/ Ill If Ill!! /II I/ 1.3 ELEMENTS OF THE MCC 7500 ff',f MCC W!}Q OISPATCri CDrfSOtE Perncmnl Compcuter Figure 3: MCC 7500 Dispatch Console Components As proposed to the City, each MCC 7500 Dispatch console includes the following elements: Personal Computer (PC) The personal computer included with the console position runs Microsoft Windows 7, and is certified by Motorola to ensure that the dispatch software, voice cards, and secure cards are properly installed and configured. Headset Jack The dispatch console supports two headset jacks, both push-to-talk (PTI) and non-PD-enabled for simultaneous use by the dispatch operator and a supervisor. The headset jack contains two volume controls for the separate adjustment of received radio and telephone audio. Voice Processor Module (VPM) The secure VPM provides vocoding and audio processing for the dispatch console, and also serves as the hub for the console's speakers, microphone, footswitch, headset jacks, and recorders. Desktop Speakers Four audio speakers have been included with each console position and can be configured to transmit audio from a specific talkgroup or set of talkgroups. Each speaker is a self-contained unit, with individual volume controls and can be placed on a desktop, or mounted on a rack or computer display. ,1,,,,,,1,,,,,,,,,,,,,,,,,,,1,,,,1111,1111,,,,,,, .... • • • • • • • • U I < I I I I I I I f I /I I J l I I r I 1 I I I I I I I I I 1' I I I l I I I I I I March 10. 2017 Use or disclosure of this proposal is subject to the restrictions on the disclosure page. Page 9 ( MOTORO~A SOLUTIONS /11//lllllll/1/lllllllfllllll///llll//////////>••••·· .......•••• ,,,,,,,,11111111111111111111111111111111111 1.4 ADDIT!Of\JAL EQUIPMENT Per your request, we have included the following additional items to extend the functionality of the MCC 7500 to meet City of West Covina's needs. SDM 3000 Auxiliary Input/Output Server The SOM 3000 provides console operators with the ability to control and monitor external devices, such as doors and lights, from the console user interface. The console interface uses icons to display the state of external devices via auxiliary inputs and outputs, which support momentary and latched inputs, as well as latched and interlocked latched outputs. GGM 8000 Gateway with a Conventional Channel Gateway Interface (CCGW) The GGM 8000 interfaces analog and ASTRO 25 conventional channels to your ASTRO 25 radio system. The proposed GGM 8000 contains eight analog ports, eight V 24 ports, and an Ethernet port, supporting upto 16 conventional channels. ltwill also support upto 16 IP based channels, bringing the total number of supported channels to 32. The GGM 8000 can simultaneously support a combination of analog, MDC 1200,ACIM Link, digital, and mixed mode channels. GCP 8000 Conventional Site Controller The GCP 8000 Conventional Site Controller supports site conventional operation where a Conventional Channel Gateeway ICCGW) is located at an MCC 7500 console site. If the link between the dispatch site and the master site is lost, the GCP 8000 enables dispatchers to communicate over conventional resources. MKM 7000 Console Alias Manager The MKM 7000 manages the display of radio unit ID aliases on the dispatch console. It enables agencies to manage their radio unit ID aliases independently and autonomously without requiring a network manager client at the dispatch center. The MKM 7000 also supports aliases for radio unit IDs for ASTRO 25 trunking systems, ASTRO 25 conventional systems, MDC 1200 conventional systems, Advanced Securenet conventional systems, and SmartX- enabled SmartZone or SMARTNET systems. f I t I I T I T f 1 I I I I I t 1 II I I I I I I t f I 1 I I l I I f I I TI f f I I l • > • • • • • • • • - • • • • • • • • • • I I I I t I I I I I I I I 1 I I I I I I I I I I I I T I I I I / / r I I T l I f 1 / I I / March 10, 2017 Use or disclosure of this proposal is subject to the restrictions on the disclosure page. Page 10 MOTORO~ SOLUTIONS //f//f/////f////////ll/lll///lll•••••••••• ••••••••·· · ····· .• ,,,,,,,,,,,,1,11111111111111111111111111111 1.5 EQUIPMENT LIST Please see the attached equipment list and system block diagram for the proposed solution. I 11 I l I I l I l I< l I I I Ir I I I l I I I I I I I I I l I I I I l 11 I , I I I • I " • • • • ' -· • • ' ' • ' • ' r, I I I 1 I I I I I I I I I I If, I I I I I I I I 11 l l I I I I I I I, I I I 1 I March 10, 2017 Use or disclosure of this proposal is subject to the restrictions on the disclosure page. Page 11 ~ WestC na Police Department Dispatch Center . _I. -.I_. ---·--1 I.CJ. ASTRO 25 MASTER SITE (Glendale) L.T._ T1 LINK PUBLIC SAFETY GRADE (CUSTOMER PROVIDED) . - . - . - . - . -·1-. ~ T1 LINK PUBLIC SAFETY GRADE (CUSTOMER PROVIDED) Legend: New equipment Existing equipment --, -, - - - --, - I I I I .,,l\:'?iW/ I I '"" I~ l,;j-,,,,, :ri-::?11;:.:_:t.i/;},:t~;ii\\t:r::.;;\;1m\r:r::. ··. , .. ,.,.,,.,GQM,.80.00,,.,,,,i.,, ,_:;·,:,,,;L,':'·' •ili,'.1,1;"li"f'c,,•>r,1i.",1},"',:,-:'1':',·•' 1iSlwE'':GAtfEWJ:1S(,ii :i!!']IJ1il1]11i~!i~:Ill'1!i!l/1r1;i . I I. . I I. . I I . it!_:i:-1;;:1:;;::f,\;'~::::;.iii,'':;!?.:,.:.::;,,,.:,::,,,.::: '.i,),': ,] ' !::.'.7\1!l!il1lf!i/1{!,~,~'~.9::i?4 r/':, L :,iSl1iE)SWITCH .. , :;~ 1\{tiij";:;:::'t:·tt'~;::. !\),,::,,•,Ji!iiii:)i!illl,---~--~·--------"1~-------------,,(i,;.Jr}::r;~jf!Jt:f~\1Ji!it'.i/:J!' FIBER CONNECTION {:;.;):J)iiJf)i)i_!\(::::!!::,ff·::.::::_'.'./:: \p;-~~Git~:~,9,i9}1\)ilf: I I ::1tJ9~ffiM:.\:3J:f~i!1V:9f1\:1 .,,,,,,i;,,,,,2620~24,m,.,,11,.I,,,. q};.f · ~·, 1·,1,' ;:·,··r:·):<','··,·1,1,,;·"l,·,;::'i' '.'.': :11,\_:,'·'.Jii' ,,,,.,, ... ,,,,,.,,.,,,,.,,,,I"''''''" ,,,,1SlillE,;S.v.v, jl,CH···l 1:\~{}jf !lt~i'.~'.§'.t~-~f :f r~l:(iit1 : :;;::::t?I\lil!l~'.~t~·~;~;:1;1f Jf j-:i!i~if ~J:,' l :)t!f/i~:1mJ.~r~·"' .... ,,.r,., .. _.-_ :s:i~\[-i!i:;~\;:i,i:r .::_:;,,:,r:1(11·1'f'ii-: I I H~i1,1,ev+:>':1d , J//1)jf ~l~l:!9w:r:r1\~;j!1if j1()i~: ,,~"''"''MGC,,iso.O;,jc;",1' '~):f;;i:?~:l1{!;1{19.]~~-~:'il']il/f(~·f:1-ff I I 1''1,'S1]E1'SWffC1-1''°' .,,,, '"''·''"· .. '""'' ~I I 111/~~i ltilJ I I I I I I ...J L- ]!if ;if lti~ii~J/ ~11ilC·crN~R6tb~ER@): '.li)'..:_i''.:'':''',',r,_):,C: .. ~ !ff•'., f.f:· ,:r.1;-.i,·1il\J.r.c,;,:,ti)s1: .: i{~;tt~~tt~i;i,~i EXISTING LOGGER (CUSTOMER PROVIDED) 1sclosure page. I ~ . I I. I Customer's Existing Antenna System (Customer Provided) :,:Jdt:'E:CCGW' ,:,c .\"(··.Q""'5·.) ,'Y :,!-i:,c __ -,!'.;,_Ii;, .. -·,;.,, ,, ' ',;"{ \ <fi :·i :}~\:' Customer's Existing Antenna System (Customer Provided) . I I . EXISTING EXISTING CUSTOMER XTL 5000 CONSOLETTES ·, CUSTOMER I CONVENTIONAL • RESOURCES i ~ ...J L . I;ISdll!llBIVIE 't1ROOMI;~ 12 :'i(l:'C)···'·i~~;~~ih!){i•··! :iI1(!'1 : EQUIPrv1ENT LIST 1.1 1.2 March 10, 2017 IC! MASTER SITE LICENSES FOR CITY OF \flfEST COVINA POLICE DEPARTMENT ~.,,_£-"'~ .:4~':::= ~ "!--· _;:;--c---~='"'=::,, _;;;-_z:,, ~fEt-i,:,!Mfo~*~~; -"'}::,;;;rJJr-;;IJ;J:ff.,j;:i;/ ~"~'.t"' ----e.~"7"'f -_" ~ ~t-'h,~"''-%--J.i::-"'_';;t 1,""~~~,s= 0,Qll)".: .,,-; c,J'llQMEl\lC~TORE~1~j&if7;4Js'%,e;t;5;1~'l,;:;J:::,~ifc;])ESCRJBT!DJll;;;;,;)fiff/!!{t;,1i" :,;;11,,'4s~;;;s~ ,r~--f.. ,,,_a-e \" '¥~-~--"'..~.Y-;;-4,.c');7,-~,cs.-f'<Jii ji-X,;:"%':ftc$i_,.,~o2{Ch Z,,_..,"'----•-=""-d-"'o--,"'"'-'.'* --,-"'::., -<~_es:;;:-~",,--;-~ --c.,•"=,~=$s~== 1 SQM01SUM0239 MASTER SITE CONFIG UPGRADE 1 CA00996AL ADD: NM/ZC LICENSE KEY 7.14 1 CA00997AL ADD: UCS LICENSE KEY 7.14 1 CA02105AA MCC7500/MCC7100 CONSOLE UC 3 CA01316AA ADD: UNC ADDTL DEVICE LIC (QTY 10) CITY OF WEST COVINA POLICE DEPARTMENT DISPATCH POSITIONS :g;---,~-,_-c..-__ -~~:;-s "~~·;;:::-:::::arr-1&:~~~~ -"'::er~ ~·=-y-2-,;=,;-=-"==-;-~,~~r~.,>-sr~::th~=jk_ "'JlTYl ~·~ , OMEN RE~-~:.HJ1F-----2oU'' ::?~.\r.:'""-'c:...~~ESBRIPTIQN,,:c,'2'';.4 $E©ffiti:C,"'""~,-,, =>~ ~ .'?[C --;tct, ~ ;;, ,c;;" "-":~ -:;;;,>> -,,_,."' ~,;., --:;,,~"-""'~;;;~.,,J,;__"37, ''.:''\.;-2'~-~"<a'.e\i?-,:S:::0=1;;,-1, ""=""#~ --""'< -;;;-"'""a}l;!c;:;--,j\'1,"»s;i,~~-~fr"-,,, s;~4":'§:.t',:.;,}/\.,,:;.0 .;;_,;;,"--"""-'"= 1 B1905 5 B1933 5 CA01642AA 5 CA01643AA 5 CA01644AA 5 CA00147AF 5 CA00143AC 5 CA00182AB 5 CA00140AA 5 DSPCM250006 5 DSPWR100012 5 TT2833 5 T7449 5 DSRMP615A 20 B1912 10 B1913 5 RLN6098 5 T7885 3 CLN1856 2 CLN8490A 1 CKN6906A MCC 7500 ASTRO 25 SOFTWARE MOTOROLA VOICE PROCESSOR MODULE ADD: MCC 7500 BASIC CONSOLE FUNCTIONALITY SOFTWARE LICENSE ADD: MCC 7500 / MCC 7100 TRUNKING OPERATION ADD: MCC 7500 /MCC 7100ADV CONVL OPERATION ADD: MCC 7500 SECURE OPERATION ADD: DES·OFB ALGORITHM ADD: AES ALGORITHM ADD: AC LINE CORD, NORTH AMERICAN PS/2 KEY/MOUSE EXT MINI DIN 6FT STANDARD !EC AC POWER CORD 12 FOOT COMPUTER, Z440 WORKSTATION WINDOWS 7 (NON RETURNABLE) WINDOWS SUPPLEMENTAL TRANS CONFIG SPD, TYPE 3, 120V RACK MOUNT, 15A PLUG-IN WI (6) 15A NEMA 5-15 OUTLETS MCC SERIES DESKTOP SPEAKER MCC SERIES HEADSET JACK HOST MODULE BASE W/PTT, 15' CBL MCAFEE WINDOWS AV CLIENT 2620-24 ETHERNET SWITCH FRU: M!N! GBJC (J4858B) FRU: FIBER CABLE Use or disclosure of this proposal is subject to the restrictions on the disclosure page. Page 13 ( 2 SQM01SUM0205 GGM 8000 GATEWAY 2 CA01616M ADD: AC POWER 2 THN1012 RACK 7' OPEN 4 DDN9748 19 INCH BLACK SHELF 2 DSRMP615A SPD, TYPE 3, 120V RACK MOUNT, 15A PLUG-IN W/ (6) 15A NEMA 5-15 OUTLETS 2 DSTSJ48CLT SPD, RJ-45 OR HARDWIRE CONNECTED FOR T1/E1, PROTECTS 4 WIRES 2 DSTSJADP RACK MOUNT GROUND BAR, 19 IN FOR TSJ AND WPH SERIES DATA SPDS 1.3 AUXILIARY INPUTS/OUTPUTS 1 F4543 SITE MANAGER BASIC 1 VA00874 ADD: AUX 1-0 SERV FW CURR ASTRO REL 1 V266 ADD: 90VAC TO 260VAC PS TO SM 3 V592 MD TERM BLCK & CONN WI 1.4 MKM 7000 CONSOLE ALIAS MANAGER (CAM) 1 BVN1013 MKM 7000 Console Alias Manaaer Software 1 TT2833 COMPUTER, Z440 WORKSTATION WINDOWS 7 (NON RETURNABLE) 1 T7885 MCAFEE WINDOWS AV CLIENT 1 T7449 WINDOWS SUPPLEMENTAL TRANS CONFIG 1 DSCL5808NCKIT 8 PORT LCD KVM 8 USS-PS 2 COMBO CABLES 1.5 CONVENTIONAL F ALLBACK SYSTEM ,,_~.,,-,R,a=~=--=-s:-'"'"¥ "'"-"'<=' -,,, ~'"'~ -'2;,<',h'--,,.-=,-"~-,.,, 0~=~ ...,.,,, • .,,, -cs, -c;"~-~;Jyt,;=;,;,"=~~""~~s;=-::,,:~--""',;~:~ "'Q'E)';'"'""' ''NOMENCl:ATURE"-Mt>, / ,J,'Gcli,',"Cc,cP-;W'~''l\Jii!DESCRIF!TlON"~--'§-c0e -<, <, ,,,,,~ -.,, ;""""-..:-t3@[~".tc;=::_,0-~"~M~~,&"-b'c_ ~~ f;s-;_l0'lt;J;t_.-{~i-t~f: 7~f't_i0';~{?:=:~:~:__ """"""""'~-'-= /<'~ ~~ "'\ ):::~;f"~-::;.~~5~0.r~:,~~ 1 T7038 1 CA00303M 1 X153AW 1 CA01136M 5 SQM01SUM0205 5 CA01616M 5 CA02086M March 10, 2017 GCP 8000 SITE CONTROLLER ADD: QTY /1) SITE CONTROLLER ADD: RACK MOUNT HARDWARE ADD: MCC 7500 CONVEN SITE OPER GGM 8000 GATEWAY ADD: AC POWER ADD: HIGH DENSITY ENH CONV GATEWAY Use or disclosure of this proposal is subject to the restrictions on the disclosure page. Page-14 1.6 MCC7100 DISPATCH POSITION (OPTIONAL) March 10, 2017 t:y:1iv~F"~}tNQME~C~~1JBE "~;~j[]~~: ,y~{liti~~~~::i~EsGR1j~4pN~~~J~,;i-,~~~~l,S{1'~ 1 BVN6079 1 HKVN4161A 1 DDN9590 1 TT2833 1 T7885 1 T7449 1 SQM01SUM0239 1 CA00996AL 1 CA00997AL 1 CA02105AA 1 CA01316AA 2 81939 2 CA01644AA 2 CA01643AA 2 CA02180AA 2 CA02092AA 2 CA01642AB 1 B1940 2 HKVN4157A 2 HKVN4225A 2 TT2833 2 T7448 2 T7885 2 DSTG221 2 DSRMP615A 2 B1941 2 CDN6673 2 B1914 4 B1913 2 RLN6099A 2 RMN5078B 2 DSTWIN6328A PRX 7000 Proxy Annlication SW DVD PP)( 7000 Proxy SW License 11-10 CONNECTIONS) SSG140 FIREWALL-NON CANCELLABLE,NON RETURNABI E, 1 YR WNTY COMPUTER, Z440 WORKSTATION WINDOWS 7 (NON RETURNABLE) MCAFEE WINDOWS AV CLIENT WINDOWS SUPPLEMENTAL TRANS CONFIG MASTER SITE CONFIG UPGRADE ADD: NM/ZC LICENSE KEY 7.14 ADD: UCS LICENSE KEY 7.14 MCC7500/MCC7100 CONSOLE UC ADD: UNC ADDTL DEVICE UC (QTY 10) MCC 7100 IP Dispatch Position Main Model ADD: MCC 7500 /MCC 7100 ADV CONVL OPERATION ADD: MCC 7500 / MCC 7100 TRUNKING OPERATION ADD: MCC 7100 SECURE OPERATION ADD: SOFTWARE AES, DES-OFB, ADP ENCRYPT KEY FILE MGMT ADD: MCC 7100 BASIC CONSOLE FUNCTIONALITY SOFTWARE LICENSE MCC 7100 DVD 20 CHANNEL SW LICENSE MCC 7100 INSTANT RECALL RECORDER LICENSE COMPUTER, Z440 WORKSTATION WINDOWS 7 (NON RETURNABLE) WINDOWS SUPPLEMENTAL FULL CONFIG MCAFEE WINDOWS AV CLIENT TECH GLOBAL EVOLUTION SERIES 221NCH NON TOUCH SPD, TYPE 3, 120V RACK MOUNT, 15A PLUG-IN W/ (6) 15A NEMA 5-15 OUTLETS USB AUDIO INTERFACE MODULE CREATIVE LABS INSPIRE A60 MCC SERIES DESKTOP GOOSENECK MICROPHONE MCC SERIES HEADSET JACK HDST MODULE BASE W/PTT, 25' CBL SUPRAPLUS NC SINGLE MUFF HEADSET PROVIDES ONE DUAL PEDAL FOOTSWITCH FOR USE WITH MOTOROLA MCC 7500 DISP Use or disclosure of this proposal is subject to the restrictions on the disclosure page. Page 15 { ( MOTOROLA S0WTION$ /l//llll/llllll/ll!/lll/lllllllflll••••••••••••······· .......... ,,,,,,,,,,1111111111111111111111111111111111111 SECTION 4 PRICING The following table provides a pricing breakdown for the proposed equipment and services. 4.1 PRICING SUMMARY j1,ffo,fiiji,Ji MCC 7500 Console Equipment@ List Price Equipment Discount -$ 45,988 . -. ·-··-.. ·-··-···-·-·-----·-··----·--"----·------· _ ..... --·-·---·-·---·-----·---·----·-··------·-··--···--··-·· Discounted MCC 7500 Equipment Implementation ------·--··-·---·-----. Tax@S.75% Freight Total 2017 Purchase Incentive Total System $266,184 $268,536 $23,291 $909 $558,920 -$111,784 ·-~-~----··-··- $ 447,136 Optional MCC 7100 Consoles and Related Equipment $95,061 Implementation $ 35,000 ···----·----------·---····-·-·····-·-~-··--------·-------·-·---·· --Tax@ 8.75% $ 8,318 Total Options $138,379 4.2 PAYMENT TERMS II ti/ /II I I II II II llflllll llff 11 flfl fl/ II I' I• I' t t < • • • • • • • • • • ••••••<I, fl I fl 11/II Ill I f/l I 1111 I I ff/ I 11111111 t/ f 1111 March 10, 2017 Use or disclosure of this proposal is subject to the restrictions on the disclosure page. Page 22 March 28, 2017 To Whom It May Concern: Attachment No. 3 901 N. Fairfax Ave, West Hollywood, CA 90046 P: 323.654.8271 E: info@hollywoodelecirics.com W: www.hollywoodelectrics.com Zero Motorcycles is the sole manufacturer of Electric Police Motorcycles. Hollywood Electrics is the only Zero Motorcycle Dealer in Los Angeles County. Best Regards, Harlan Flagg Owner Hollywood Electrics · Store: 1 Hollywood Electrics 901 N. Fairtax Ave West Hollywood, CA 90046 323-654-8271 Bill To: West.Covina PD West Covina PD Order Status: Open Item Name Attribute Size Qty Zero FXP 2017 ZF6.5 2 Pre-Delivery Inspection 2 Vehicle Registration Fee 2 Zero Commuter Screen 2017 2 L2bor -Screen Install 0.5 ( • , 12V Accessory Socket Ktt 2017 2 ' Labor-12VAcessory Install 0.5 Zero Top Box Rack Ktt 2017 2 Small Rear Metal Top Box Black 2 Labor -Top Box Install 1 Zero Hand Guards White 2 Labor-Hand Guards Install 1 Zero LED License Plate Ktt -PD 2017 2 Labor-LED License Kit Install 1 Zero X-Grip Smartphone Mount 2017 2 Labor -Smartphone Mnt Install 0.5 Total Qty Ordered: 24.5 Percen!Untilled: 100 Thank you for your order! ( #2495 Associate: Page 1 Sold Due Price Ext Price Tax 0 212,995.00 $25,990.00 T D 2 $250.0Q $SOD.OD D 2 $200.00 $400.DD D 2 $199.99 $399.98 T 0 0.5 $115.0D $57.50 0 2 $74.99 $149.98 T less: ($SO.DO) D 0.5 $115.00 $57.50 0 2 $99.99 $199.98 T D 2 $249.99 $499.98 T D 1 $115.00 $115;00 D 2 $169.99 $339.98 T D 1 $115.0D $115.DD D 2 $200.00 $400.DD T 0 1 $115.00 $115.00 0 2 $69.99 $139.98 T D 0.5 $115.0D $57.50 D 24.5 Subtotal: $29,537.38 Local Sales Ta; 8.75 % Tax + $2,460.49 Shipping: + $1,485.00 TOTAL: $33.,482.87 Deposit Balance: $0.00 Balance Due: $33,482.87 3/28/2017 Store: 1 Bill To: West Covina PD West Covina PD Order Status: Open Item Name DeltaQ Quiq Charger J1772 Custom Charging Port Percent Unfilled: 100 Hollywood Electrics 901 N. Failiax Ave West Hollywood, CA 90046 323-654-8271 Attribute Size Qty 96V 2013-14 3 3 Total Qty Ordered: 6 Thank you for your order! Sold 0 0 0 Due Price 3 $599.99 3 $399.99 6 Sales Order #2520 Ordered: 3/28/2017 Associate: Ext Price Tax $1,799.97 T $1,199.97 T Subtotal: Page 1 Local Sales Tai< 8.75 % Tax: $2,~d9.94 + $262.49 $3,262.43 TOTAL: Deposit Balance: Balance Due: $0.00 $3,262.43 ( Attachment No. 4 RESOLUTION NO. 2017-40 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF WEST COVINA, CALIFORNIA, ADOPTING A BUDGET AMENDMENT FOR THE FISCAL YEAR COMMENCING JULY 1, 2016, AND ENDING JUNE 30, 2017 (POLICE WEAPONS, EQUIPMENT, PROJECTS, & ELECTRIC MOTORCYCLES) WHEREAS, the City Manager, on or about June 21, 2016, submitted to the City Council a proposed budget for the appropriation and expenditure of funds for the City for West Covina for Fiscal Year 2016-17; and WHEREAS, following duly given notice and prior to budget adoption, the City Council held a public meeting on June 21, 2016 and July 5, 2016, receiving, considering and evaluating all comments, and adopted a budget for the fiscal year commencing July 1, 2016 and ending July 30, 2017;and WHEREAS, amendments must periodically be made to the budget to conform to changed circumstances following adoption of the budget. NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF WEST COVINA, CALIFORNIA DOES RESOLVE AS FOLLOWS: SECTION 1. Budget Adjustment No. 135 is hereby approved as reflected on Exhibit No. 1, attached hereto. SECTION 2. The City Clerk shall certify to the adoption of this Resolution. PASSED, APPROVED, AND ADOPTED this 16th day of May, 2017. APPROVED AS TO FORM Kimberly Hall Barlow City Attorney Corey Warshaw Mayor ATTEST Nickolas S. Lewis City Clerk Attachment No. 4 I, HEREBY CERTIFY that the foregoing resolution was duly adopted by the City Council of the City of West Covina, California, at a regular meeting thereof on the 16th day of May, 2017 by the following vote of the City Council: AYES: NOES: ABSENT: ABSTAIN: Nickolas S. Lewis City Clerk ( \ ( Date: Requested by: Dept/Div: EXPENDITURES Account Number 117.31.3110.6220 117.31.3120. 7160 117.31.3110.5113 17046.117.7500 '117.80. 7001. 7500) 117.31.3116. 7130 17053.119.7170 119.80. 7008. 7170) REVENUES Account Number CITY OF WEST COVINA BUDGET AMENDMENT 5/16/2017 Alex Houston Police Dept/ Account Description Police Deot Sunnlies Other Enuinment Overtime Salaries Remodel Chamber of Commerce Data Processina Eauioment Electric Motorcycles Account Description REASON/JUSTIFICATION (Please be soecific) Exhibit No. 1 BA# 135 Posted By: Date Posted: Fiscal Year: 2016-17 -==c='-c-~~~------A mount: 877,941.95 Description: Equip purchases, Chamber of Commerce remodel, motorcylces ~roposea Current Budget Amendment Amended Budget 88,832.66 104,060.65 192 893.31 356,522.96 60,000.00 416,522.96 -30 000.00 30,000.00 --200 000.00 200,000.00 - - 1,726.69 447.136.00 448,862.69 - -36,745.30 36,745.30 - - - - - - - - - - Proposed Current Budget Amendment Amended Budget - - - - - To appropriate expenditures from the Asset Forfeiture and AQMD Funds for the purchase of various Police equipment, to remodel the Chamber of Commerce building, and for the purchase of electric motorcyles for the ln-11--r,:f,-.i.--- APPROVALS City Council Approval Date (if required, attach minutes): _ _=.,5/c.:1c.::6,c/2,c:Oc.c1c..c7 __ o Approval Not Required Dept Head Approval: see attached =~===-------- Finance Director: Funds Available? City Manager: (Jf over $100,000) o Yes oNo see attached Date: ------- Date: ______ _ Date: ------- o A roved o Denied DATE: TO: FROM: AGENDA ITEMNO. 11 AGENDA STAFF REPORT City of West Covina I Office of the City Manager May 16, 2017 Mayor and City Council Chris Freeland City Manager SUBJECT: RELEASE OF FAITHFUL PERFORMANCE GUARANTEE FOR PRECISE PLAN NO. 13-04 (301 S. GLENDORA A VENUE) RECOMMENDATION: It is recommended that the City Council accept all on-site and off-site improvements for Precise Plan No. 13-04 located at 301 S. Glendora Avenue and authorize release of Faithful Performance and Labor and Material Bonds in the amounts of $1,825,835 and $1,363,335, respectively. DISCUSSION: LMI Lakes West Covina, LLC (The Colony at the Lakes) applied for the construction of a five- story mixed use project that included 450 residential units and 19,683 square feet of commercial space. On January 21, 2014, LMI Lakes West Covina, LLC entered into an Improvement Agreement with the City for the required on-site and off-site improvements in accordance with the conditions of approval for the development. A form of security was required to be posted to guarantee construction of the required improvements to the satisfaction of the City Engineer. LMI Lakes West Covina, LLC posted a Faithful Performance Bond in the amount of $1,825,835 and a Labor and Material Payment Bond in the amount of $1,363,335 to guarantee completion of the required improvements. All improvements have been completed in accordance with the Improvement Agreement and to the satisfaction of the City Engineer; therefore, LMI Lakes West Covina, LLC is requesting release of the bonds. Z:\AGENDA-2017\Release Bonds -LMI Lakes West Covina LLC.doc Release of Faithful Performance Guarantee for Precise Plan No. 13-04 (301S. Glendora Avenue) Page 2 of2-May 16, 2017 OPTION: The City Council has the following options: 1. Adopt staffs recommendation; or 2. Provide alternative direction. FISCAL IMPACT: None. Prepared by: Public Works Project Supervisor Z:\AGENDA-2017\Release Bonds -LMI Lakes West Covina LLC.doc Reviewed and Approved by: Delfino "Chino" Co sunji, P .E. Public Works Dir or/City Engineer AGENDA ITEMNO. 12 DATE: TO: FROM: AGENDA STAFF REPORT City of West Covina I Office of the City Manager May 16, 2017 Mayor and City Council Chris Freeland City Manager --- SUBJECT: REJECTION OF BIDS FOR CONSTRUCTION OF RESTROOM BUILDING AT LOWER PLATEAU AT SHADOW OAK PARK, PROJECT NO. PP-16023 RECOMMENDATION: It is recommended that the City Council take the following actions: 1) Reject all bids for the construction of the restroom building at the lower plateau at Shadow Oak Park; 2) Place the project on hold until alternative funding sources are identified; and 3) Defund Project No. PP-16023, so other park projects at Shadow Oak Park can be completed. BACKGROUND: In February 2007, the City of West Covina retained Richard Fisher & Associates (RFA) to design the Shadow Oak Park improvements. Shadow Oak Park is located at 2121 E. Shadow Oak Drive and is comprised of upper and lower park facilities, with these two areas generally separated by elevation and with the upper park physically situated easterly of the lower park. The design, as then contemplated, planned for the construction of park improvements to be implemented in two phases: • Phase I was completed in 2008 and included: grading, drainage, retaining walls, limited picnic amenities, lighting, landscaping and hardscaping. Portions of the underground wet and dry utility services were installed and/or stubbed out, and loosely compacted aggregate base material was placed to allow the lower parking lot to be used for temporary parking during special events. • Phase II would include restroom, parking lot, lighting and playground improvements. Rejection of Bids for Construction of Restroom Building at Lower Plateau at Shadow Oak Park Project No. PP-16023 Page 2 of3-May 16, 2017 DISCUSSION: In order to fully utilize the lower park amenities, the restroom and parking lot improvements need to be constructed. In May 2016, the City Council approved an agreement with IDS Group for the design of the restroom and parking lot. In addition, the scope of services included Americans with Disabilities Act (ADA) compliant walkways, parking lot safety lighting, retaining walls, cross gutters, curb and gutter, bollards, relocation of interfering utilities, restoration of landscaping and irrigation, infiltration or detention basin and appurtenant work. Due to budget restrictions, this phase of construction was proposed to include the construction of a pre-fabricated restroom building and pedestrian access around it. The remaining improvements would be advertised and constructed at a later date. A Notice Inviting Bids for this project was advertised in the San Gabriel Valley Tribune on March 30 and April 6, 2017. In addition, the notice was sent out to 273 subscribers to the City's e-notification system and was posted on the City's website indicating the plans would be available on CIPLIST.com. CIPList.com is a free web service that provides an on-line plan room type service to manage bidding of public works projects. During the bid period, questions were raised by prospective bidders regarding the pre-fabricated restroom exterior finishes. The specifications provided three options for consideration. City staff issued an addendum requesting bids with three optional design features. The City did not provide a revised bid schedule with instructions that would allow the City to select the options that best meet the City's budget for the project. On April 20, 2017, four bids were received with the following results: Lucas Builders La Habra, CA $382,240 Kasa Construction Chino, CA $476,500 Horizons Construction Orange, CA $598,500 Astra Building Anaheim, CA $600,677 In reviewing the bid documents, staff determined that two of the four bidders provided alternative bids for the pre-fabricated restroom exterior finishes. Without a clear and concise method to evaluate the alternative bids, staff has determined this as bid irregularity and recommend rejecting all bids received without prejudice. With the City's current financial issues, City staff is requesting this project be placed on hold until non-General Fund monies can be identified to fund the project. In addition, City staff is recommending this project be defunded, so other projects at Shadow Oak Park can be completed. City staff will look to fund the restroom improvements along with a Tot Lot using Los Angeles County Measure A Funds, if the project qualifies for funding. Rejection of Bids for Construction of Restroom Building at Lower Plateau at Shadow Oak Park Project No. PP-16023 Page 3 of3 -May 16, 2017 ENVIRONMENTAL REVIEW: Pursuant to the California Environmental Quality Act (CEQA) Guidelines Section 15302 Class 2, the proposed improvements are of a minor nature and, therefore, the project is categorically exempt from the requirements for an Environmental Impact Report (EIR) or Negative Declaration of EIR. OPTIONS: The City Council has the following options: 1. Approve staffs recommendation; 2. Reject all bids and instruct staff to re-advertise the project; or 3. Provide alternative direction. FISCAL IMPACT: The total approved budget for this project is as follows: Prepared by: Christa Buhagiar Finance Director AGENDA ITEMNO. 13 AGENDA STAFF REPORT City of West Covina I Office of the City Manager DATE: May 16, 2017 TO: FROM: Mayor and City Council Chris Freeland City Manager SUBJECT: AW ARD OF BID FOR STRUCTURED CABLING SYSTEMS PROJECT NO. BP-17034 RECOMMENDATION: It is recommended that the City Council accept the bid from X-Act Technology Solutions, Inc., of Encino, California in the amount of $349,000 as submitted at the bid opening on April 11, 2017, and authorize the City Manager to execute a contract with X-Act Technology Solutions, Inc. for the work to be done. DISCUSSION: This project was approved by the City Council in the Capital Improvement Program (CIP) budget for Fiscal Year (FY) 2016-17 as part of the master plan for Information Technology (IT) Upgrades. This will replace the City's existing cabling systems that consist of various cable types. The new structured cabling systems will replace the current CAT 4 cabling systems that transmit data at a rate of 16 Mbits per second at 20 Mhz with CAT 6 cabling systems that transmit data at a rate of 10 gigabits per second at 250 Mhz. This project will provide for new structured cabling systems at City Hall, Police Department Building, Dispatch Building, City Yard, and five Fire Stations to transmit data faster and more efficiently. A Notice Inviting Bids for this project was advertised in the San Gabriel Valley Tribune on March 14 and March 21, 2017. In addition, it was emailed to 284 subscribers through the City's RFP E- notification system and was posted on the City's website indicating the plans would be available on CIPLIST.com. CIPLIST.com is a free web service that provides an on-line plan room type service to manage bidding of public works projects. Award of Bid for Structured Cabling System-Project No. BP-17034 Page 2 of3 -May 16, 2017 On April 11, 2017, eight bids were received and opened, The following is a summary of the bids received: X-Act Technology Solutions, Inc. GA Technical Services, Inc. CNS Computer Network & Support Services, Inc. Veterans Communication Services, Inc. Telenet Voip, Inc. A, J, Kirkwood & Associates, Inc. JAM Corporation Minako American Corp Encino, CA $349,000.00 Upland, CA $377,275.00 Burbank, CA $398,060.00 Chino, CA $439,652.47 El Segundo, CA $454,000.00 Tustin, CA $487,810.00 Monrovia, CA $639,760.00 Gardena, CA $1,081,170.00 X-Act Technology Solutions, Inc. of Encino, California submitted the lowest responsible bid in the amount of $349,000. They have completed similar projects for the City of Arcadia, Azusa Unified School District, Citrus College, Anaheim Unified School District, and Pasadena City College. Their references have been checked and were satisfactory. They have a valid contractor's license and certification for installing an Ortronics cabling system. If a contract is awarded, construction is scheduled to commence in June 2017, and is anticipated to be completed in September 2017. ENVIRONMENTAL REVIEW: Pursuant to the California Environmental Quality Act Guidelines Section 15302-Class 2, the aforesaid improvements are of a minor nature and, therefore, the project is categorically exempt from the requirements for an Environmental Impact Report or Negative Declaration of Environmental Impact Report. OPTIONS: The City Council has the following options: 1. Adopt staffs recommendation; 2. Reject all bids received and re-advertise the project. Since a favorable bid was received, it is unlikely that seeking new bids would reduce costs any further; or 3. Provide alternative direction. Award ofBid for Structured Cabling System-Project No. BP-17034 Page 3 of3 -May 16, 2017 FISCAL IMPACT: The total estimated project costs are broken down as follows: Funds were approved as part of the FY 2016-17 CIP budget by the City Council. The funds available for this project are as follows: Prepared by: ~ Public Works Project Supervisor ATTACHMENT: Reviewed and Approved by: Finance Director Shawn Granger IT Manager Attachment No. 1-Agreement with X-Act Technology Solutions, Inc. ATTACHMENT N0.1 CONTRACT AGREEMENT FOR PROJECT NO. BP-17034 -STRUCTURED CABLING SYSTEM THIS CONTRACT AGREEMENT (herein "Agreement"), is made and entered into this 16th day of May, 2017 by and between the CITY OF WEST COVINA, a municipal corporation, (herein "City") and X-ACT Technology Solutions, Inc. (herein "Contractor"). The parties hereto agree as follows: A. City requires the furnishing and installation of a structured cabling system for City hall, Police Department building, Dispatch Center building, maintenance Yard and five ( 5) Fire Stations. Contractor has represented to City that Contractor is qualified to perform said work and has submitted a proposal to City for same. B. City desires to have Contractor perform said work on the terms and conditions set forth herein. NOW, THEREFORE, based on the foregoing Recitals and for good and valuable consideration, the receipt and sufficiency of which is acknowledged by both parties, City and Contractor hereby agree as follows: 1. SERVICES OF CONTRACTOR 1.1 Scope of Services -In compliance with all terms and conditions of this Agreement, the Contractor shall provide those services specified in the "Scope of Services" attached hereto as Exhibit "A" and incorporated herein by this reference, which services may be referred to herein as the "services" or "work" hereunder. As a material inducement to the City entering into this Agreement, Contractor represents and warrants that Contractor is a provider of first class work and services and Contractor is experienced in performing the work and services contemplated herein and, in light of such status and experience, Contractor covenants that it shall follow the highest professional standards in performing the work and services required hereunder and that all materials will be of good quality, fit for the purpose intended. 1.2 Documents Included in Contract -This contract consists of the Request For Proposal, bid documents (Proposal), Proposal Schedule, Designation of Subcontractors, N oncollusion Affidavit, Certification of Principal, Supplemental Information, Specifications, Plans, this Contract Services Agreement, Faithful Perfonnance Bond, Labor and Materials Bond, Guarantee, Tax Identification Form, Workers' Compensation Certification, and any and all schedules and attachments to it which are incorporated as if fully set forth herein,. In the event of an inconsistency, this Agreement shall govern. 1.3 Compliance with Law -All services rendered hereunder shall be provided in accordance with all ordinances, resolutions, statutes, rules, and regulations of the City and any Federal, State or local governmental agency having jurisdiction in effect at the time service is rendered. 1.4 Licenses, Permits, Fees and Assessments -Contractor shall obtain at its sole cost and expense such licenses, permits and approvals as may be required by law for the performance of the services required by this Agreement. Contractor shall have the sole obligation to pay for any fees, assessments and taxes, plusapplicable penalties and interest, which may be imposed by law · and arise from or are iiecessary foi the Contractor's performance of the services required by this Agreement, and shall indemnify, defend and hold harmless City against any such fees, assessII1ents, taxes penalties or interest le"\Tied, assessed or imposed, -against City hereunder. Contractor shall be responsible for all subcontractors' compliance with this Section 1.4. Th~ City of West Co;ina ~ill not enter into a contract with any bidder who is not properly licensed to do the work of this contract under the provisions of Section 7040 et seq., of the Business and Professions Code, unless particularly·. exempted by the terms thereof. For this project, contractor shall possess a valid "Class B or Class C-28, and or C-7 Low Voltage Contractor and/or Class C-10 Electrical c011tractor" .. State. .contractor's license for type of work described .. A bid by a contractor \Vho is not properly licen§ed shall be consW.en~d nonresponsive ancl will be rejected. The contractor must hold. all sub-contractors to these same contract requirements. 1.5 Familiarity with Work -By executing this Contract, Contractor warrants that Contractor (a) has thoroughly· investigated ·.·.and considered· .the scope···of services to. be performed, (b) has carefully considered how the services should be performed, and ( c) fully understan?~ •tlle .·facilities, difficulties an? .. rest~~tion~. • cltt.endirlg; p~orII1aI1C~ of the services under this Agr~eJJ.1e~t ... If the S~t"Vices involv,ework upon ariy site, ~onJ:r~~tor warr~tsthat Contractor has or will investigate the s1te and is or vVill be fully acquainted with the :onditio11s there existing, prior to commencem.ent of services hereu11der. Sho:uld the Contractor discover any latent or unknown conditions, which wil} materially affect the perfoTII1ance of the se;rvices ~e~~~111er, Contractor shall immediately inform the City of such fact and shall· not proceed except · at Contractor's risk until written instructions are received froi.n the Contract Officer. 1.6 Standard of Pe:rforniance ·_;_;_ Contractor, its subcontractors and their employeeS,'·lll,the performance or ContJ:~~tor'swork under this Agreement shall be responsible for exercising the degree of skill arid care required by customarily accepted good professional practices and procedures used in the Contractor's field~ Any costs for fail:uretomeet, the :foregoing standard.or to correct otherwise defective work that requires re-perfof_l11ance of. ~he work, ~~~l(be .. bo11.1e in total. by the Contractor and not by the City. The failure of a project to achiey~ the p·erformance goals and obj~ctives stated in this Agreement is not a basis for requesting re.;perfonnance unless the work conducted by Contractor and/or its· subco:ritfacfors is· deemed by the City .to·· have failed the foregoing standard of performance. In the event Contractor fails to·perform in accordance with the above standard: 1. Contractor will nb;.perfonn., at its own expense, any task which was not performed to the reasonable satisfaction of City. Any work fe;.perfonned pursuant to this paragraph shall be completed within the time limitations originally set forth for the specific task involved. Contractor shall work any overtime required to meet the deadline for the task at no additional cost to the City; 2. The City shall provide a new schedule for the re-performance of any task pursuant to this paragraph in the event that re-performance of a task within the original time limitations is not feasible; and 3. The City shall have the option to direct Contractor not to re-perform any task which was not performed to the reasonable satisfaction of the City Project Manager pursuant to application of (1) and (2) above. In the event the City directs Contractor not to re-perform a task, the City shall negotiate a reasonable settlement for satisfactory work perfom1ed. No previous payment shall be considered a waiver of the City's right to reimbursement. Nothing contained in this section is intended to limit any of the rights or remedies which the City may have m1der law. 1.7 Care of Work -The Contractor shall adopt reasonable methods during the life of the Agreement to furnish continuous protection to the work, and the equipment, materials, papers, documents, plans, studies and/or other components thereof to prevent losses or damages, and shall be responsible for all such damages, to persons or property, until acceptance of the work by City, except such losses or damages as may be caused by City's own negligence. 1. 8 Further Responsibilities of Parties -Both parties agree to use reasonable care and diligence to perform their respective obligations under this Agreement. Both parties agree to ad in good faith to execute all instmments, prepare all documents and take all actions as may be reasonably necessary to carry out the purposes of this Agreement. Unless hereafter specified, neither party shall be responsible for the service of the other. Contractor shall require all subcontractors to comply with the provisions of this agreement. 1.9 Additional Services -City shall have the right at any time during the performance of the services, without invalidating this Agreement, to order extra work beyond that specified in the Scope of Services or make changes by altering, adding to or deducting from said work. No such extra work may be undertaken unless a written change order is first given by the Contract Officer to the Contractor, incorporating therein any adjustment in (i) the Contract Sum, and/or (ii) the time to perform this Agreement, which said adjustments are subject to the written approval of the Contractor. Any increase in compensation of twenty five percent (25%) or less of the Contract Sum, or in the time to perform of one hundred eighty (180) days or less may be approved by the Contract Officer. Any greater increases, taken either separately or cumulatively must be approved by the City Council. It is expressly understood by Contractor that the provisions of this Section shall not apply to services specifically set forth in the Scope of Services or reasonably contemplated therein. Contractor hereby acknowledges that it accepts the risk that the services to be provided pursuant to the Scope of Services may be more costly or time consuming than Contractor anticipates and that Contractor shall not be entitled to additional compensation therefore. 1.10 Special Requirements -Additional terms and conditions of this Agreement, if any, which are made a part hereof are set forth in the "Special Requirements" attached hereto as the Exhibit "A" and incorporated herein by this reference. In the event of a conflict between the provisions of Exhibits "A through C" and any other provisions of this Agreement, the Special Provisions shall govern. 1.11 Prevailing Wage Laws -fu accordance with Labor Code Section 1770 et seq., the director of the Department of fudustrial Relations of the State of California has ascertained a general prevailing rate of wages, which is the minimum amount, which shall be paid to all workers employed to perform the work pursuant to this Agreement. A copy of the general prevailing wage rate determination is on·.file ifithe Office of the City Clerk and makes it a part of the specifi~ations. fuaccordance with the provisions of Labor Code Section 1810 et seq., eight (8) hours is the legal, working day. Contractor must forfeit to the City Twenty-Five Dollars ($25 .00) a day for each workerwho works in excess of the minimum working hours when Contractor does not pay overthne.. Contractor is required to po~t a copy of such wage rates at all times at the contract site. The statutory penalties for failure to pay prevailing wage or to comply with State wage and hour laws will be enforced. Contractor also shall comply with State law requirements to maintain payroll. records ar~.d sha~l provide for· c~rtified. !ecords and.·· ~spectiol} of records as required by California LaborC?qeSec,tion 1?70 ~fr Seq., iriclu1ing Sfcti?~.1776. Contractor shall comply with all statutory requiremy,!):t~ relating 'to the employment of apprentices. 2. CQMPENSA'flON 2 .• 1 • .. · .·· ..... Co11;tr~ft ~~ -.f?r thy;~frxi.9~s. ;e~d~r~d p11rs~rnnt to this Agreement, the Co?tractor. sli~ll be •. c?ippens,atfd, a~spsci.fief1 J~ryfu, .· ~ut ... 119t e~ceeding. tlle .· m'1Ximum contract amount of :Three .l:'-~~:~~·:F?rty N"~e .Th?~1san~. ari~.~o/.lOU Do,1Iars ($349.000.00) (herein "Contract Su~"), efce,pt .as provided,ip. Sectiqn .1.9. 7'h9 Cortrayt St~J:n ~hall include the attendance of Contn19tot ~t altpr()je9t meet419~. reasonably.g.eeme<i neqeSScifY b{ the City; Contractor shall not be entitled to any additional compensation for attending said m~etings. . 2.2 ~rgress Paylll~n~s -.Prior tc) .!11e first day o! the month, during the pr?gress of the work,' co~e11cing ~11 r~e~ay '}lld Jl!Opt]:1speci~ted .in the Agre~ment, Co11tractor shall su~111itt? tlie C;o11tract 0.fficer i':1 cornpl.e\e it~iniz.e<i state111ent of all labor and materials incorporated·····.~to the. for~ .. during the· prece1ing .· montli. and .. tb.e .... portion .·· of the contract sum applicabl~ weryto. Uponapprov~l in writing P:?the Con~ractOffiser, payll}ent shall be made in thirty (3 0) cl~ys~ f ity: .shall gay Contract.or .a . SllID b~sed upon ninety. five percent (95 % ) of the contract. price app?rtio,mnent 'ofthe···labor· a11d.111at.~rialsincorporated into .. the work under the contract durip.g thy month covered by said stateTI1e11t The remaining five percent ( 5 % ) thereof shall be retained asperformance security. Refer to S~ction 7.3 of this Agreement for retention of funds. · · · · · 3. PERFORMANCE SCHEDULE 3.1 Time of Essence··-Time is of the essence in ·the performance of this Agreement. 3.2 Schedule of Performance -Contractor shall commence the services pursuant to this Agreement upon receipt of a written notice to proceed and shall perform all services within the time period(s) established in the "Scope of Services" attached hereto as Exhibit "A" if any, and incorporated hereipby this·reference .• ·.When requested by the Contractor, extensions to the time period(s) specified in the Scope of Services may be approved in writing by the Contract Officer. 3.3 Force Majeure -The time period(s) specified in the Scope of Services for performance of the services rendered pursuant to this Agreement shall be extended because of any delays due to unforeseeable causes beyond the control and without the fault or negligence of the Contractor, including, but not restricted to, acts of God or of the public enemy, unusually severe weather, fires, earthquakes, floods, epidemics, quarantine restrictions, riots, strikes, freight embargoes, wars, litigation, and/or acts of any governmental agency, including the City, if the Contractor shall within ten (10) days of the commencement of such delay notify the Contract Officer in writing of the causes for the delay. The Contract Officer shall ascertain the facts and the extent of delay, and extend the time for performing the services for the period of the enforced delay when and if in the judgment of the Contract Officer such delay is justified. The Contract Officer's determination shall be final and conclusive upon the parties to this Agreement. 3.4 Term -Unless earlier terminated in accordance with Section 7.8 of this Agreement, this Agreement shall continue in full force and effect until final approval and acceptance of the project by the Contract Officer. 4. COORDINATION OF WORK 4.1 Representative of Contractor -The following principals of Contractor are hereby designated as being the principals and representatives of Contractor authorized to act in its behalf with respect to the work specified herein and make all decisions in connection therewith: It is expressly understood that the experience, knowledge, capability and reputation of the foregoing principals were a substantial inducement for City to enter into this Agreement. Therefore, the foregoing principals shall be responsible during the term of this Agreement for directing all activities of Contractor and devoting sufficient time to personally supervise the services hereunder. For purposes of this Agreement, the foregoing principals may not be replaced nor may their responsibilities be substantially reduced by Contractor without the express written approval of City. 4.2 Contract Officer -The Contract Officer shall be such person as may be designated by the City Manager or City Engineer of City. It shall be the Contractor's responsibility to assure that the Contract Officer is kept informed of the progress of the performance of the services and the Contractor shall refer any decisions that must be made by City to the Contract Officer. Unless otherwise specified herein, any approval of City required hereunder shall mean the approval of the Contract Officer. The Contract Officer shall have authority to sign all documents on behalf of the City required hereunder to carry out the tenns of this Agreement 4.3 Prohibition Against Assignment -The experience, knowledge, capability and reputation of Contractor;its principals and employees were a substantial inducement for the City to enter into this Agreement;, ·Neither this Agreement nor any interest herein may be transferred; assigned, conveyed, hypothecated br encurrl:bered voluntarily·or-by operation of law, whether for the b.enefit of: creditors or otherwise, without the prior written approval of City. Transfers. restricted heretiilder shall includy the transfer to any person or group of persons acting in concert of. mo:re than ', twenty fiv7e petceht (25%) of,1I1e present., ownership and/or control of Contractor, taking an tr~fers into accotmt:on a cumulative basis,. ·, In the event of any such unapproved transfer,, incfodiri.g. any bankruptcy proceeding, this Agreement ·shall be void. No approved transfer shall ielease the Contractor or any surety of Contractor of any liability here1mder without the express consentof City. . . . '.·: ·.:.· ·'· . ~. . ' . ' . . ' -· 4.4 I11d~pendeitt Contractor -Neither the City nor any of its employees shall have any control over the iliarlher; mode or means by which Contractor, its subcontractors, agents or employees; performs the· services 'required herein,· except as otherwise set forth herein. City shall have no voice in the selection, discharge, supervision ·or·. control . of Contractor's employees, subcontr~ctors, servants, representatives or agents, or in fixingtheir numbe~, compensation or hours of service. Contractor shall perform all services reqt1ired herein, as ari independent contractor of City and shall remain at al1,' times . as to City a whol~y independent contractor with only such obligations a~rare co~~iste~f''Nithtb.~ttole. . ~?ntr~ctdr sh,ap·not: at any time or in any manner represent that if or' any of it~ Subcontractors,' agents' ;or eniplqyees· are agents or employees of City. City shall not in ~y way or f or,anrJjufpose become or be de·emed to be a:partner ·of Contractor in its business or otherwise or a joint venture or a :member of any joint enterprise with Contractor. 4.5 .. _ Ide~tity of,P~rs9ns Perforllllllg .Work -Contractor represents that it employs Or will, emplqy at tt~ 9wn .~xpeIIB~ all personnel req11ired f Qr the,satisfactory performance of any and all tas~s and. sery:i~~s set folih .. herein.~ . Contractor represents that the tasks and services required herein will be performed by· Contractor or unde:r its direct ·. supervision, and that all personnel engaged irisuch workshaU he fully qualified and shall be authorized and permitted under applicable State and local law to perform such tasks and -services. . ' .. . 4.6 . · Utility;, Relocati9:11 -City is responsible for removal, relocation, or protection of existing ·main or ~ line utilities tb the extent such utilities were not identified in the invitation. for bids or specificatiomfr · City shall reimburse contractor for any costs incurred in locating, repairing damage not caused by contractor a;:id removing or relocating such unidentified utility facilities, including equipment idled during such work. Contractor shall not be assessed liquidated damages for delay arising from the removal or relocation. of such unidentified utility facilities. 4.7 Tren·ches or Excavations -Pursuant to California Public Contract Code Section 7104, in the event the work included in this Agreement requires excavations more than four (4) feet in depth, the following shall apply. (a) Contractor shall promptly, and before the following conditions are disturbed, notify City, in writing, of any: (1) material that Contractor believes may be material that is hazardous waste, as defined in Section 25117 of the Health and Safety Code, that is required to be removed to a Class I, Class II, or Class III disposal site in accordance with provisions of existing law; (2) Subsurface or latent physical conditions at the site different from those indicated; or (3) Unknown physical conditions at the site of any unusual nature, different materially from those ordinarily encountered and generally recognized as inherent in work of the character provided for in the contract. (b) City shall promptly investigate the conditions, and if it finds that the conditions do materially so differ, or do involve hazardous waste, and cause a decrease or increase in Contractor's cost of, or the time required for, performance of any part of the work shall issue a change order per Section 1.9 of this Agreement. ( c) That, in the event that a dispute arises between City and Contractor whether the conditions materially differ, or involve hazardous waste, or cause a decrease or increase in Contractor's cost of, or time required for, performance of any part of the work, Contractor shall not be excused from any scheduled completion date provided for by the contract, but shall proceed with all work to be performed under the contract. Contractor shall retain any and all rights provided either by contract or by law, which pertain to the resolution of disputes and protests between the contracting parties. 5. INSURANCE, INDEMNIFICATION AND BONDS 5.1 INSURANCE Contractor shall procure and maintain for the duration of the contract, and for a period for seven (7) years thereafter, insurance against claims for injuries to persons or damages to property which may arise from or in connection with the performance of the work hereunder by the Contractor, his agents, representatives, employees, or subcontractors. l\11NIMUM SCOPE AND LIMIT OF INSURANCE Coverage shall be at least as broad as: 1. Commercial General Liability (CGL): Insurance Services Office Form CG 00 01 covering CGL on an "occurrence" basis, including products and completed operations, property damage, bodily injury and personal & advertising injury with limits no less than $2,000,000 per occurrence. If a general aggregate limit applies, either the general aggregate limit shall apply separately to this project/location (ISO CG 25 03 or 25 04) or the general aggregate limit shall be twice the required occurrence limit. 2. Automobile Liability: ISO Form Number CA 00 01 covering any auto (Code 1), or if Contractor has no owned autos, hired, (Code 8) and non-owned autos (Code 9), with limit no less than $1,000,000 per accident for bodily injury and property damage. 3. Workers' Compensation: as required by the State of California, with Statutory Limits, and Employer's Liability Insurance with limit of no less than $1,000,000 per accident for bodily injury or disease~ 4. Builder's Risk (Course of Constmction) insurance utilizing an "All Risk" (Special Perils) coverage form, with limits equal to the completed value of the project and no coinsurance penalty provisions. 5. Surety Bonds as described below. 6. Contractors' lfollution Legal Liability~ and/or Asbestos Legal Liability and/or Errors and Omissions (if project involves environmentaLhazards) with limits no less than $1,000,000 per occurrence or claim, and $2,000,000 policy aggregate; If the services involve lead-based paint or asbestos identification/remediation, the Contractors Pollution Liability policy shallnot contain lead-based paint or asbestos exdusions. If the services involve ·mold· identification/remediat~on, t~e. Contractors Pollution Liability. policy shall not contain a mold exclusion,.and the definition of Pollution shallinchidemicrobial matter,.including mold. If the Co11trnctor mflintains br?ader coxerage. and/or higherJimits tlian the mininlums shown above, the City requires and shaU be entitled to. the brn~der coverage and/or higher limits maintained by the contractor. Ahy available insurance proceeds ·in excess of the· specified minimum limits of insurance and coverage shall be available to the City. Self-Insured Retentions Self-instued retentions must be declared to and approved by the City. At the option of the City, either: the contractor shall cause the insurer to reduce or eliminate such self-insured retentions as respects the City, its of!icers, officials,. employees, and vohmteers; or the Contractor shall provide a financial guarantee satisfactory to ... the City . guaranteeing payment of losses and related investigations, claim administration, and defense expenses.The policy language shall provide, or be endorsed to provide, that the self-insured retention maybe satisfied by either the named insured or City. 5.2 ENDORSE1\1ENTS. The insurance policies are to contain, or be endorsed to contain, the following provisions: Additional Jnsureq Status: Th(e City, jts offic~rs, officials, employees,_ and volunteers are to be covered as additional insureds on the CGL policy with respect to liability arising out of work or operations performed by or on behalf of the Contractor including materials~ parts, or equipment furnished in connection with such work or operations. General liability coverage can be provided in the form of an endorsement to the Contractor's insurance (at least as broad as ISO Form CG 20 10 11 85 or if not available, through the addition of both CG 20 10, CG 20 26, CG 20 33, or CG 20 38; and CG 20 37 if a later edition is used). Primary Coverage: For any claims related to this contract, the Contractor's insurance coverage shall be primary coverage at least as broad as ISO CG 20 01 04 13 as respects the City, its officers, officials, employees, and volunteers. Any insurance or self-insurance maintained by the City, its officers, officials, employees, or volunteers shall be excess of the Contractor's insurance and shall not contribute with it (a) Notice of Cancellation: Each insurance policy required above shall provide that coverage shall not be canceled, except with notice to the City. (b) Waiver of Subrogation: Contractor hereby grants to City a waiver of any right to subrogation which any insurer of said Contractor may acquire against the City by virtue of the payment of any loss under such insurance. Contractor agrees to obtain any endorsement that may be necessary to affect this waiver of subrogation, but this provision applies regardless of whether or not the City has received a waiver of subrogation endorsement from the insurer. ( c) Self-Insured Retentions: Self-insured retentions must be declared to and approved by the City. The City may require the Contractor to purchase coverage with a lower retention or provide proof of ability to pay losses and related investigations, claim administration, and defense expenses within the retention. The policy language shall provide, or be endorsed to provide, that the self-insured retention may be satisfied by either the named insured or City. ( d) Acceptability of Insurers: Insurance is to be placed with insurers with a current A.M. Best's rating of no less than A-:VI, unless otherwise acceptable to the City. 5.3 OTHERINSURANCEPROVISIONS The insurance policies are to contain, or be endorsed to contain, the following provisions: 1. The City, its officers, officials, employees, and volunteers are to be covered as additional insureds on the CGL policy with respect to liability arising out of with respect to liability arising out of work or operations performed by or on behalf of the Contractor including materials, parts, or equipment furnished in connection with such work or operations and automobiles owned, leased, hired, or borrowed by or on behalf of the Contractor. General liability coverage can be provided in the form of an endorsement to the Contractor's insurance ( at least as broad as ISO Form CG 20 10, CG 11 85 or both CG 20 10, CG 20 26, CG 20 33, or CG20 38; and CG 20 37 forms if later revisions used). 2. For any claims related to this project, the Contractor's insurance coverage shall be primary insurance coverage at least as broad as ISO CG 20 01 04 13 as respects the City, its officers, officials, employees, and voltmteers. Any insurance or self-insurance maintained by the City, its officers, officials, employees, or volunteers shall be excess of the Contractor~ s insurance and shall not contribute with it. 3. Each. insurance policy required by this clause ·shall provide that coverage shall not be canceled, except with notice to the City. Builder'SRisk (Course.of Construction) Insurance Contractor may submit evidence of Builder's Risk insurance in the foID1 of Course of Constmction coverage. Such coverage shall name the City as a loss payee as their interest may appear. If the project does not involve new or major reconstmction, at the option of the City, an Installation Floater may be acceptable. For such projects, a Property Installation Floater shall be obtained that provides . for the improvement; : remodel, modification, alteration, conversion or adjustment to existing buildings, strnctures, processes, machinery and · equipme11t. The Property Installation Floater shall pryvicie property damagecoverage Jorany building, stmc~e, machinery or equipment damaged, imp a.ired, lJro~en~ gr. destroyed during·. th~ performance of the Work, including during transit, installation,• and testing at the City's s.ite. Accep!allµitypf lr,tsµ;re~s Insurance is to be placed with insurers with a current A.M. Best rating ofno less than A: VII, unless otherwise acceptable to the City. ~· -· . . . Waiver ofSµbrog~tion Contractor .. ~ere~f ~gfee~ :t? ~a.iyeiightf ()f·s11bfog,tio~,WpichanyD1st1rer·.<>f Contractor may acquire ff 0111 (:()Il}fact~r byv~1e· ?{ the ·paytn~nt of' ~nyJ()SS. Cot1tr~ctor a.grees to obtain any endorsement that may· be necessary .·. to affect·. this · waiver of subrogation. The Workers' Compensation ·policy shall be endorsed with· a waiver· of subrogation· in favor of the City for all work performed by the Contractor, its em~loyees, agents and subcontractors. Verification of Coverage Contractor shall furnish the City with original cert1isatesat1d .~tnet19ator~. en19rsements, or copies of the applic~ble insuranc~}anguage, eff~cting cove~agerequir~d by thi:s contract. All certificates and endorsements are to be received and approved by the City before work commences. However, failure to . obtain the required documents . wior . to ' the work beginning shall not waive the Contractor's obli.gation to pr?vide them. The City reserv.~s th~ dght to require complete, certified copies of all required insurance policies, including endorsements, required by these specifications, at anytime. Subcontractors Contractor shall require and verify that all subcontractors maintain insurance meeting all the requirements stated herein, and Contractor shall ensure that City is an additional insured on insurance required from subcontractors. For CGL coverage subcontractors shall provide coverage with a format least as broad as CG 20 3 8 04 13. Surety Bonds Contractor shall provide the following Surety Bonds: 1.Bidbond 2.Performance bond 3 .Payment bond 4.Maintenance bond The Payment Bond and the Performance Bond shall be in a sum equal to the contract price. If the Performance Bond provides for a one-year guarantee, a separate Maintenance Bond is not necessary. If the guarantee period specified in the contract is for longer than one year a Maintenance Bond equal to 10% of the contract price is required. Bonds shall be duly executed by a responsible corporate surety, authorized to issue such bonds in the State of California and secured through an authorized agent with an office in California. 5.4 Labor and Materials and Performance Bonds -Concurrently with execution of this Agreement, Contractor shall deliver to City a labor and materials bond and a performance bond each in the sum of the amount of this Agreement, in the forms provided by the City Clerk, which secures the faithful performance of this Agreement. The bonds shall contain the original notarized signature of an authorized officer of the surety and affixed thereto shall be a certified and current copy of his power of attorney. The bonds shall be unconditional and remain in force during the entire term of the Agreement and shall be null and void only if the Contractor promptly and faithfully performs all terms and conditions of this Agreement. 5 .5 Sufficiency of Insurer or Surety -Insurance or bonds required by this Agreement shall be satisfactory only if issued by companies qualified to do business in California, rated "A" or better in the most recent edition of Best Rating Guide, The Key Rating Guide or in the Federal Register, and only if they are of a financial category Class VII or better, unless such requirements are waived by the Risk Manager of the City due to unique circumstances. In the event the Risk Manager of City ("Risk Manager") determines that the work or services to be performed under this Agreement creates an increased risk of loss to the City, the Contractor agrees that the minimum limits of the insurance policies and the performance bond required by this Section 5 may be changed according! y upon receipt of written notice from the Risk Manager; provided that the Contractor shall have the right to appeal a determination of increased coverage by the Risk Manager to the City Council of City within ten (10) days of receipt of notice from the Risk Manager. 5.6 Substitution of Securities u Pursuant to California Public Contract Code Section 22300, substitution of eligible equivalent securities for any moneys withheld to ensure performance under the contract for the work to be performed will be permitted at the request and expense of the successful bidder. 6. RECORDS AND REPORTS 6.1 Reports -Contractor shall periodically prepare and submit to the Contract Officer such reports concerning the performance of the services required by this Agreement as the Contract Officer shall require. Contractor hereby acknowledges that the City is greatly concerned about the cost of work and services to be performed pursuant to this Agreement. For this reason, Contractor agrees that if Contractor becomes aware of any facts, circumstances, techniques, or events that may or will materially increase or decrease the cost of the work or services contemplated herein or, if Contractor is providing design services, the cost of the project being designed, Contractor shall promptly notify the Contract Officer of said fact, circumstance, technique or event and the estimated increased or decreased cost related thereto and, if Contractor is providing design services, the estimated increased or decreased cost estimate for the project being designed. 6.2 Records -Contractor shall keep, and require subcontractors to keep, such books and records (including but not limited to payroll records as required herein) as shall be necessary to· perform the. services required by this Agreement. and· enable the Contract Officer to evaluate the performance of such services; ·. The Contract Officer shall have full and free access to such books and records at all times during normal. business hours of City, including the right to inspect, copy, audit and make records and transcripts from s~1ch records. Such records shall be maintained for· a period of three (3) years following completion· of the services hereunder, and the City shall have access to such records in the event· any atidit is required, 6.3 Ownership ofUocmf\e~ts -All.drn~iiigs, specificati?ns, reports, records, docum~rits ~~ other ni~terials prepar~d by ~ontr~~tor,. it~ empI01ees,st1bco11tr,act~rs and agents in the perfonnance of this Agreerne11t s~~ll be the pr,operty of City aI1d shall be. delivered to City upon request of theC()11tr,act Offic~r or:upon the ~erntinctt!on of this Agreement,' and5~ontractor shall have no claim for furthere,rtipl()ymentor additional comp~nsation a,sa result of th~ ~x.ercise by City of its full rights of ownership of the, document~.~~ rnate.r.ial.s.~~ff~Ulder. C:ontr~ctor may retain copies of such documents for its own.:?se. C~J?-tr,~ctor sli~llha1e· ~ Ulll."~S}r~ctedTi~t to use the concepts embodied therein. All subc011tr~ctors shall provide for assip1illlent to Cfry of any documents or materials :weparecl lJy th~m, '111d ill the ~y~nt Cm1trqqtor fails to secure sµch assignment, Contractor shall indemnify Cityfor all.damages resulting therefrom. , .:.j I .: • • ·: • • ' ·-: •• ••• • •• •• ·'· • • • • '·>.~.,. . . _:: }· .. ; ;, ·.·. . . · .. ·.. ., .. ,. . . .· . :, . ·,, 7. ENFORCEMENT OF AGREEMENT 1.1 calif~rrii~ ~a~ -fii~s Agfoement sh~1i be ~()nstrued<anq interpreted both as to validity ~cl ,to· perr()JIDance, ()f t~e. parties ill acc9r~ance ;Vith the \laws of the State of California. Legal actio11s concen1ingany .dispute, clai~ ()r Inatter ;;µ:.isinp o.ut of or in relation to this Agreeme11t ,shan be·. lll.~titllted in Jhe. ~\lperiqr . Co~ of thf\. County.\ of . ~OS ·. Angeles, State of California, . or any. other approwta,te •· COlrrt in .. such co1,mty, and sontractor. ~9:venants and agrees to submit to the personal ji.msdictlon of. such court: in the ~yent pf ~uch action. 7 2 Disputes -In the evenL either party fails to perform its obligations hereunder, the non-defaulting party shall provide the defaulting party written notice of such default. The defaulting party shall have ten (10} days to cure the default; provided that, if the default is not reasonably susceptible to being cured within said ten (10) day period, the defaulting party shall have a reasonable time to cure the default, not to exceed a n1axin1tun of thirty por days, so long as the defaulting party commences to cure such default within ten (10} days of service of such notice and diligently pro~ecutesthe cure to completion; provided furtlier that if the default is an immediate danger to the health,' safety and general welfare, the defaulting party shall take such immediate action as may be necessary. Notwithstanding the foregoing, the nondefau!ting party may, in its sole and absolute discretion, grant a longer cure period. Should the. defaulting party fail to cure the default within the time period provided in this Section, the nondefaulting party shall have the right, in addition to any other rights the nondefaulting party may have at law or in equity, to terminate this Agreement. Compliance with the.provisions of this Section 7.2 shall be a condition precedent to bringing any legal action, and such compliance shall not be a waiver of any party's right to take legal action in the event that the dispute is not cured. 7.3 Retention of Funds -Progress payments shall be made in accordance with the provisions of Section 2.2 of this agreement. In accordance with said section, City shall pay Contractor a sum based upon ninety-five percent (95%) of the contract price apportionment of the labor and materials incorporated into the work under the contract during the month covered by said statement. The remaining five percent (5%) thereof shall be retained as performance security to be paid to the Contractor within sixty (60) days after final acceptance of the work by the City Council, after Contractor shall have furnished City with a release of all undisputed contract amounts if required by City. In the event there are any claims specifically excluded by Contractor from the operation of the release, the City may retain proceeds (per Public Contract Code 7107) of up to 150% of the amount in dispute. City's failure to deduct or withhold shall not affect Contractor's obligations hereunder. 7.4 Waiver -No delay or omission in the exercise of any right or remedy by a nondefaulting party on any default shall impair such right or remedy or be constmed as a waiver. A party's consent to or approval of any act by the other party requiring the party's consent or approval shall not be deemed to waive or render unnecessary the other party's consent to or approval of any subsequent act. Any waiver by either party of any default must be in writing and shall not be a waiver of any other default concerning the same or any other provision of this Agreement. 7 .5 Rights and Remedies are Cumulative Except with respect to rights and remedies expressly declared to be exclusive in this Agreement, the rights and remedies of the parties are cumulative and the exercise by either party of one or more of such rights or remedies shall not preclude the exercise by it, at the same or different times, of any other rights or remedies for the same default or any other default by the other party. 7 .6 Legal Action -In addition to any other rights or remedies, either party may take legal action, law or in equity, to cure, correct or remedy any default, to recover damages for any default, to compel specific performance of this Agreement, to obtain declaratory or injunctive relief, or to obtain any other remedy consistent with the purposes of this Agreement. 7. 7 Liquidated Damages -Since the determination of actual damages for any delay in performance of this Agreement would be extremely difficult or impractical to determine in the event of a breach of this Agreement, the Contractor and its sureties shall be liable for and shall pay to the City five h1mdred Dollars ($500) as liquidated damages for each working day of delay in the performance of any service required hereunder, as specified in the Scope of Services (Exhibit "A"). In addition, liquidated damages may be assessed for failure to comply with the emergency call out requirements described in the Scope of Services (Exhibit "A"). The City may withhold from any moneys payable on account of services performed by the Contractor any accmed liquidated damages. 7.8 Termination for Default of Contractor -If termination is due to the failure of the Contractor to fulfill its obligations under this Agreement, Contractor shall vacate any City owned property which Contractor is permitted to occupy heretmder and City may, after compliance with the provisions of Section 7 .2, take over the work and prosecute the same to completion by •• contract or otherwise, and .the Contractor· shall be. liable to the extent that the total cost for completion of the services required. heretmder exceeds the compensation herein stipulated (provided that the City shall use reasonable efforts. to mitigate suchdamages), and City may withhold any payments to the Contractor for the purpose of setoff or partial payment of the amotmts owed the City as previously stated. 7.9 Attorneys9 Fees -If either party to this Agreement is required to initiate or defend or made a party to any action or proceeding in any way connected with this Agreement, the prevailingparty insuch action or proceeding,. ~addition to any other relief which may be granted, whether legal or equitable, shall· be entitled to reasonable attorney's· fees. Attorney's fees shall include attorney's fees on any appeal, and .in addition a party entitledto attorney's fees shall be entitled to allotlier reas.onab.le costsfor in-vestigatingsuch.action, taking depositions and discovery and all other. necessary COStS · the COlllt all()WS . which are. incurred. in such litigation. All Such fees shall be deemed:to have accrned on commencement of such action and shall be enforceable whether or not such action is prosecuted to judgmerit. . . 8. CITY OFFICERS. AND EMPLOYEES, NONDISCRIMINATION 8.1 Non-liability of City Officers and Employees-No officer or employee of the City shall be personally liable to the Contractor, or any successor in interest, in the event of any default or breach by the City or for any amotmt which may become due to the Contractor or to its successor, or for breach of any obligation of the terrhs of this Agreement. 8.2 Conflict of Interest -The ·contractor warrants that it has not paid or given and will not pay or give any third party any ·money. or other consideration for obtaining this Agreement. ·. 83 No11discrimination Statem~nt ofComplian.ce -During the performance of this Agreement, Contractor and its subcontractors shall not unlawfully discriminate, harass or allow harassment, against any employee or applicant for employment because of sex, sexual orientation,· race,. color,. ancestry, religim1s .. creed, national .. origin, disability .. (including HIV and AIDS), medical condition ( cancer), age, marital status, and denial of family care leave. Contractor and its subcontractors shall insure that, the evaluation and treatment of their employees and applicants for employment are free of such discrimination and harassment. Contractor and its subcontractors shall comply with the provisions of the Fair Employment and Housing Act (Government Code Sections 12990 et seq.) and the applicable regulations promulgated theretmder (California Code of Regulations, Title 2, Section 7285.0 et seq.). The applicable regulations of the Fair Employment and Housing Commission implementing Government Code Section 12990 (a-f), set forth in Chapter 5 of Division 4 of Title 2 of the California Code of Regulations are incorporated into this Agreement by reference and made a part of it as if set forth in full. Contractor and its subcontractors shall give written notice of their obligations under this clause to labor organizations with which they have a collective bargaining or other agreement. 9. MISCELLANEOUS PROVISIONS 9.1 Notice -Any notice, demand, request, document, consent, approval, or communication either party desires or is required to give to the other party or any other person shall be in writing and shall be deemed to be given when served personally or deposited in the US Mail, prepaid, first-class mail, return receipt requested, addressed as follows: To City: City of West Covina 1444 West Garvey A venue South West Covina, California 91790 Attn.: City Engineer To Contractor: X-Act Technology Solutions, Inc. 2912 Dunkirk Drive Oxnard, CA 93035 Attn: Mr. Ed Coleman 9 .2 Interpretation -The terms of this Agreement shall be constmed in accordance with the meaning of the language used and shall not be constmed for or against either party by reason of the authorship of this Agreement or any other mle of construction which might otherwise apply. 9.3 Integration; Amendment ~ It is understood that there are no oral agreements between the parties hereto affecting this Agreement and this Agreement supersedes and cancels any and all previous negotiations, arrangements, agreements and understandings, if any, between the parties, and none shall be used to interpret this Agreement. This Agreement may be amended at any time by the mutual consent of the parties by an instmment in writing. 9 .4 Severability In the event that any one or more of the phrases, sentences, clauses, paragraphs, or sections contained in this Agreement shall be declared invalid or unenforceable by a valid judgment or decree of a court of competent jurisdiction, such invalidity or unenforceability shall not affect any of the remaining phrases, sentences, clauses, paragraphs, or sections of this Agreement which are hereby declared as severable and shall be interpreted to carry out the intent of the parties heretmder unless the invalid provision is so material that its invalidity deprives either party of the basic benefit of their bargain or renders this Agreement meaningless. 9 .5 Hiring of Illegal Aliens Prohibited -Contractor shall not hire or employ any person to perform work within the City of West Covina or allow any person to perform work required tmder this Agreement unless such person is properly documented and legally entitled to be employed within the United States. 9 .6 Unfair Business Practices Claims -In entering into a public works contract or a subcontract to supply goods, services or materials pursuant to a public works contrnct, .the contraftor or subcontract()~ ()ffers and agrees to assi?n to the awarding body all rights, title, and interest in and to all causes. of action it may have tmder Section 4 of the Clayton Act (15 U.S.C. Sec. 15) ?r ~der t~e Cartwright Act {Chapter 2, (commencing with Section 16700) of Part 2 of Division 7 of the Business and Prof~ssfons Code), arising from purchases of goods, services or materials pursuant to ·the· public works· contract or the subcontract. This assignment shall be made and become effective at the time the awarding body renders final payment to the contractor without furth~r ackrlowledgIT1e:p.t by the parties. (Sec. 7103.5, California Public Contract Code). 9. 7 Corporate Authority -The persons executing this Agreement on behalf of the parties hereto warrant that (i) such ,party is duly org~ileq.a11d e:xisting, (ii) they are duly authorized to execute and deliver this Agreement on behalf of :said ~arty, (iii) by so executing this Agreement, such party is formally bound to the provisions ()f this Agr-eem,ent, and (iv) the entering into this Agreement does not violate any provision of any other Agreement to which said party is bound. · 9.8 Iride~~~d~p.t C:Qntract()T-The Conttactor is and shall at tall times remain as to the City, a .;v49lly inde.pen1e11t, C()~tras;tor~, ~eitp.er th,e .City, nor '1ny of their officer, employees or agents shall have control over.the conduct of the Contractor or any of the Contractors~ officers, employees or agents,except as hereinsetforth. The Contractor shall not at any time or in any manm~rrepresent that it or any of its 9fficer~,,e!llployee~ qr age.nts are in any manner officers, employee,s orage.11ts of,the Cjt?', nor shall City o~icersLemrloye~s or ag~ms be deemed the officers, employees, or agents of Contr~9t9r as a result of this Agreement. ?.·9 . ·,. LegalRespo~sib~lities -The Contrnctor shall keep .itself informed of City, State, and Federal laws, ordinances arid regulations, which may in any manner affect the performance, .. ?f.it.s services .. pursuantto th.is .. Agreenient. The C..?ptractor ... shall at all times observe and comply witli all such laws, ordinances. and regplations. Neither the City, nor their officers, agents, or employees shall be liabl~ at law or in equity as a result of the Contractor's failure to comply with this section. IN WI1NESS WHEREOF, the parties have executed and entered into this Agreement as of the date first written above. CITY OF WEST COVINA, A municipal corporation Chris Freeland City Manager X-ACT TECHNOLOGY SOLUTIONS, INC. ul~ Signature Ed~-C»o Name and Title ATTEST: Assistant City Clerk of the City of West Covina APPROVED AS TO FORM: City Attorney APPROVED AS TO INSURANCE: Risk Management Date: ---------- Date: S --I -{ *"] Date: ---------- Date: ---------- Project No. BP-17034 SECTION 1. GENERAL EXIDBIT "A" -SCOPE OF SERVICES BP-17034 -STRUCTURED CABLING SYSTEM 1. Standard and State Specifications -The work embraced herein shall be done in accordance with the Standard Specifications dated July 1999, Sections 1-1.01 through 9-1.09, 12, and 86 of the State of California Department of Transportation, hereinafter called "State Specification" and the Standard Specifications for Public Works Constrnction, Latest Edition, Part 2, Constrnction Materials, Part 3, Constmction Methods, Part 4, 5, and 6 hereinafter called "Standard Specification". 2. Document Precedence -In case of conflict between the State Specification, Standard Specifications and this Agreement, this Agreement shall take precedence over and be used in lieu of such conflicting portions of the State Specifications and/or Standard Specifications. 3. Document Precedence -In case of conflict between the Standard Specifications, Caltrans Standard Specifications, and this Agreement, this Agreement shall take precedence over and be used in lieu of such conflicting portions of the Specifications. • Agreement shall govern over State and/or Standard Specifications. • Project plans shall govern over State and/or Standard plans. • Project plans, State and Standard plans shall govern over Standard Specifications. • Project Special Provisions shall govern over Standard Specifications and State and Standard Specifications. 4. Definition of Terms: Wherever in the Agreement, Notice to Contractors and Instrnctions to Bidders, Proposal, Contract, State Specification, Standard Specification, or other contract documents the following terms are used, the intent and meaning shall be interpreted as follows State City De artment of Trans ortation IT Department IT Manager Contract Officer (CO) Engineer Council Apprentice State of California. City of West Covina, California, which is the party of the first art to the contract. Information Technology Department of the City of West Covina IT Mana er of the City of West Covina. The person assigned by the City of West Covina to provide contract management and project oversight on the City's behalf for this structured cabling system project. Public W arks Director of the City of West Covina or his duly authorized re resentative. The duly elected Council of the City of West Covina, California. (1) Department of Labor, Bureau of Apprenticeship and Training, or with a State apprenticeship agency recognized by the Bureau; or (2) A person in his first ninety (90) days of probationary employment as an apprentice in such an apprenticeship program, who is not individually registered in the program, but who has been certified by the Bureau of Apprenticeship Council (where appropriate) to be eligible for probationary employment as an apprentice. 49 Project No. BP-17034 Contract Surety Official Publications Board City Days Engineer Inspector Working Day The written agreement covering the performance of the work and the furnishing of labor, materials, tools and equipment in the constmction of the work. The contract.shall include the Notice to Contractors and Instmctioµs to Bidders, Proposal, P~oposal Schedule, Bid Bond (Ilidder' s Guarantee),, Designation, of Sub-contractors, Statement of Non-colhision bX: Contractor, Certification. of Principal, Supplemental Information? Plans and Spedficatfons, refere11-ced portions of St.ate Specifications< ,.a11d Standard Specifications, Faithful Performance Bond, Labor and Materials Bond, Guarantee, Tax Identification Form, Worker' sCompensati911 Certif,icat.ions, Contrnct Services Agreement, and any and all schedules, exhibits, and attachments to it; also, any and all supplemental agreements amending or extending the work contemplated and which may be required to complete the work :in a substantial an.d :acceptable manner. Supplemental agreements or \Vfitten agree111e11ts COV~ring altera.~i()nS, amen4ments, or extensions to the contract shall be incorporated in the contract and include contract change orders. The corporate, pody bound .. with the contractor for the faithful performance of the contract that is awarded under these specifications. Th(!Qfficialp1,1bJic~tions are theform~l resolutions and notices relative to th~ prqposedjmprnven1ent that arerequired by law to be published in the prescribed manner, and that have been published in accordance with the statutes relating thereto. Attention is directed to the fact that ,these pu1>ncatio11S, are the statutes vested with all the force and effect of contract obligations. Wher9 the word ''b?ard" appear in theSta11dard Specifications, it shall mean the City Council of the City of West Covina, California. Cit)'of West Covina; Los Angeles County California. Where the word ','q~ys'' appear~ iri the Spedfications, it shall mean consvcutive calendar days, unless otherwise noted. The C:ity Engine,,er of the City of West Covina, acting personally or throi.1 agents drassistants duly authorized by him. The. engjn~~ring 9r technica~· p~J:~onnel authorized to act as agents for the Engineer in the supervision · of work covered by these Specifications, iimited to the particular duties entmsted to him or them. Any day except Saturday, Sunday, or legal holiday, and days on which the Contractor is specifically :required by the Special Conditions, by his Labor Contract or by law to suspend constmction operations. For outside plant cabling, also excepted is any day on which the Contractor is prevented by inclement weather, or conditions resulting therefrom proceeding with at least seventy-five percent (75%) of the normal labor and equipment force for at least five (5) hours toward completion of the current controlling operation. 50 Project No. BP-17034 5. Abbreviations -The following abbreviations of the names of agencies promulgating referenced specifications and standards are used herein: AASHTO American Association of State Highway and Transportation Officials ACI American Concrete Institute ASTM American Society for Testing and Materials OSHA Occupational Safety and Health Administration SSPC Steel Structures Painting Council 6. Sub-contracting -Attention is directed to the provisions in Section 2-3, "SUBCONTRACTS," of the Standard Specifications and these Special Provisions. "Sub-letting and Sub-contracting Fair Practices Act" (Government Code Section 4100-4113. A sheet for listing the sub-contractors, as required by the Sub-letting and Sub-contracting Fair Practices Act, is included in the Proposal. 7. Contract Bonds -The Faithful Performance, Labor, Materials, and Warranty bonds required by Section 2-4, "CONTRACT BONDS," of the Standard Specifications may be reduced as provided as to substantial conformance with Section 2-1.12, "MATERIALS GUARANTEE," of the Caltrans Standard Specifications. Full compensation for furnishing the guaranty and bonds will be considered as included in the contract price or prices paid for the various contract bid items of work involved and no additional compensation will be allowed therefore. 8~ Public Contracts, Disputes -The disputes of constmction claims on public works contracts shall be processed in accordance with the applicable provisions of the California Public Contract Code, including Section 20104, et seq. A summary is provided below. Refer to the referenced Code sections for details. a) Pursuant to California Public Contracts Code, Article 1.5, Section 20104: (i) These provisions apply to public works claims of $375,000 or less; (ii) These provisions do not apply if the City elects to resolve disputes pursuant to California Public contract Code Section 10240, et seq. b) Pursuant to California Public Contracts Code, Section 20104.2: (i) Claims shall be in writing and shall be filed on or before the date of final payment; (ii) The time frames for the City to: respond to a claim, request additional documentation, and submit a response to the claimant vary depending on the amount of the claim -refer to Section 20104.2 for details; (iii) If the City fails to respond or if the claimant disputes the response, claimant may demand an informal conference to meet and confer; (iv) Following the conference, if the claim or portions of the claim remain in dispute, claimant may file a claim per Chapter 1 and 2 of Part 3 of Division 3.6 of Title 1 of the Government Code; (v) These provisions do not apply to tort claims. c) Pursuant to California Public Contract Code Section 20104.4: (i) Following the filing or responsive pleadings, the court shall submit the matter to nonbinding mediation unless waived by both parties; (ii) If the matter remains in dispute, the case shall be submitted to judicial arbitration; (iii) Any party who after receiving an arbitration award, requests a trial de novo but does but does not obtain a more favorable judgment, shall in addition to paying the fees prescribed by the Code of Civil Procedure, pay the attorneys fees of the other party. 51 Project No. BP-17034 Pursuant to California Public Contract Code Section 20104.6: (i) The City shall pay money as to the portion of the claim which is undisputed, except as provided in the contract; (ii) in any suit filed under Section 20104.4, City shall pay interest on any arbitration award or judgment. 9. Notification -Residents, Businesses, Schools, Churches, etc., located on streets that will be impacted by constmction activities must be notified by the Contractor at least one week in advance (but not more than4 weeks) of work commencing. Written notification approved by the City Engineer shall include: • Description of Work • Hours of Work • Dates • Parking and Access Restrictions The following departments of the City of West Covina shall be notified by the Contractor before doing any work. West Covina Fire Department -Notify Dispatcher Telephone: (626) 939-8583 .-West Covina Polic¢Dep~r,t~e,nt-Notify.Wa,tch Coiiunander Telephone: Cp2(j! ?39~855_6. · (If WatchCoriunarider is :hot available, notify Dispatcher at ( 626) 939-8500 City of West Covina -Notify Contract Officer Telephone: To Be Determined · WestCovina MaintenanceDi'?si~i,t-Notify lVIainfenance Operations Manager Telephone: (626) 939-8458 10. Outside Plant Work West Covina rr-Dep~rtnient-Notify lT Manager Telephone: (626) 939-8410 Some provisions of the Bid Documents refer to Ohtside Plant Cabling work. They are special instmctions for those portions of the work related to outside plant pathway ~nd cabling conn~~tions between buildings. Apply these provisions to the inside stmctuted cabling system work as applicable. 11. Working Restrictions For All Work: The Police Department (including Dispatch Center) and Fire Stations are staffed 24 hours per day. Contractor will coordinate installation to avoid interfering with the work of regular City staff. Additional coordinationwith the CO is to be performed to ensure that work scheduled within these buildings does not intem1pt existing operations. 52 Project No. BP-17034 For Inside Structured Cabling System Work: Holiday Hours-Work will not be permitted to take place on the following without prior written approval from the City: Thanksgiving from the end of the day on the preceding Friday, to the following Monday morning. Christmas & New Years from the end of the day on any Friday preceding the 24th of December 2017 to the 2nd of January 2018 Weekends from 5:00 pm Friday to 8:00 am Monday. Normal working hours shall be on second shift, after regular business hours, an eight-hour shift between the hours of 6:00 pm and 3:00 am, starting Monday evening through Friday evening. Extended work hours (3 :00 am -5 :00 am) can be authorized on a day by day basis with prior approval from the City. Night work requires a special permit with inspection fees and advance approval by the Director of Public Works. For Outside Plant Cabling Work: Holiday Hours-Work will not be permitted to take place on the following without prior written approval from the City: Thanksgiving from the end of the day on the preceding Friday, to the following Monday morning. Christmas & New Years from the end of the day on any Friday preceding the 24th of December 2015 to the 2nd of January 2016 Weekends from 5:00 pm Friday to 8:00 am Monday. Normal working hours shall be an eight-hour day between the hours of 8:00 am and 5:00 pm, Monday through Friday. Only setup of traffic control devices will be permitted prior to 8:00 am, but not earlier than 7:00 am. Grinding, paving, sweeping, idling tmcks & equipment will not be permitted prior to 8:00 am. Extended work hours (5:00 pm -7:00 pm) can be authorized on a day by day basis with prior approval from the City. Night work requires a special permit with inspection fees and advance approval by the Director of Public Works. 12. Sound Control Requirements -Care shall be taken as to not make excessive noise adjacent to residences before 8:00 a.m. S0tmd control shall conform to the provisions in Section 7-8.3, "Noise Control," of the Standard Specifications, these Special Provisions, and the West Covina Municipal Code section 15-95. The noise level from the Contractor's operations, between the hours of 8:00 p.m. and 7:00 a.m. (requires advance night work approval), shall comply with City of West Covina's Municipal Code Section 15-95. Said noise level requirements shall apply to all equipment on the job or related to the job, including, but not limited to, tmcks, transit mixers or transient equipment that may or may not be owned by the Contractor. The use of loud sound signals shall be avoided in favor of light warnings except those required by safety laws for the protection of personnel. 53 Project No. BP-17034 Full compensation for conforming to the requirements of this section shall be considered as included in the prices paid for the various contract bid items of work involved and no additional compensation will be allowed therefore. 13. Working In School Zones -It is the intent of this specification to provide a safe zone, and to eliminate construction related traffic delays for the arrival and departure of students from school facilities. A school facility inch.1des an· schools whether public, private; or church operated. The school zone will include but not be limited to: the area designated by traffic control as "school zone", any area between a crosswalk with a crossing guard and the school campus, routes within a three block radius of the school utilized by school buses. The school zone for any given location may increase in size at the discretion of the City Engineer or City Inspector. No work is to be performed in the vicinity of any school (public or private) for a period of not less than 45 minutes before and after any particular school's start and finishtimes. It is the contractor's responsibility to make inquires at each school to find out when school starts and ends. This item is strictly enforced. 14. Public Safety -All operations will be conducted so as to provide maximum safety for the public. Where contract work may create potential or known hazards on streets,·roads and sidewalks and to persons traversing them, contractor shall obtain at his own expense and place whatever signs, lights, barricades, or other safety devices necessary to prevent accidents, injuries, or damages, and provide "Accessible Access" consistent with.City, Cc:mn.ty'and State Sta.I1dards .. '. 15. Sanitation -The contractor shall provide and maintain enclosed portable toilet for use of its employees on this project. These accommodations shall be maintained in a neat and sanitary condition. They shall comply with all applicable laws, ordinances, all regulations pertaining to public health and sanitation of dwelling and camps.'. 16. Office, Phones, and Emergencies -Contractor is asked to maintain an office within a 50 mile radius of job site and provide the office with phone service during normal working hours. If a telephone answering service is utilized, the answering service shall be capable of contacting the contractor by radio or pager. 17. Emergency Call Out -Regardless of the location of the contractor's office, the contractor is required to provide City with a 24-hour phone number for emergency call out and contact outside normal working hours. Ccmtta.ctof's response to the ptoject site following an emergency call out shall not be more than one hour after notification. Failure to comply with this on-call/ emergency call out requirement or failure to report to the project site within one-hour after notification may result in liquidated damages as stated in Exhibit "B." Should the contractor maintain an office beyond a 50 mile radius of the job site, the following criteria are required: a) The contractor shall provide the City with the name, address and telephone number of an employee residing within a 50 mile radius of the job site. This employee will be required to maintain 24-hour phone service with the City. If a telephone answering service is utilized, the employee of the contractor shall be required to respond to the City by radio or pager on a 24-hour basis, and report to the project site within one (1) hour after such notification. 54 Project No. BP-17034 b) This employee should be of supervisory or foreman capacity. c) Should this employee of the contractor move out of the 50 mile radius of the job site, a new employee may be substituted upon prior approval of the City. Should the contractor fail to respond as specified by the contract, the contractor shall be liable for any loss and/or cost sustained by the City to correct said emergency in addition to any other damages or remedies. 18. Provisions for Extras a) The contractor is not authorized to initiate new work of any kind to be considered an extra unless a separate estimate is approved by the City before the work is commenced. b) The contractor shall not have the exclusive right to perform extra work. The City, or his authorized representative, is authorized to approve the use of any developer, contractor, or City employee to add or delete items. c) Extra work, after completion and approval by the City, shall be made part of the contract for the duration of the agreement and shall be maintained according to Project No. SP-13110. Extra work may be required where one of three conditions may occur which include; a verbal request by the City to add new landscaping or to delete or modify existing landscape and irrigation; a request by the City to perform work as a result of "Acts of God" or traffic accidents; or extra work to be performed by the contractor without approval of the City only when a condition exist wherein it appears there is a danger of injury to persons or damage to property. 19. Barricades, Signs, Flagging, and Maintaining Traffic -Outside Plant Cabling Attention is directed to the need for the Contractor to be in confromance with the provisions of Sections 7-1.08, "Public Convenience," and 7-1.09, "Public Safety," of the Caltrans Standard Specifications, and Section 601, "WORK AREA TRAFFIC CONTROLS," of the Standard Specifications and these Special Provisions. The cost of furnishing all flagmen to provide for passage of public traffic through or adjacent to the work under the equivalent provisions in Section 7-1.08, "Public Convenience" and 7-1.09, "Public Safety," of the Caltrans Standard Specifications, will be borne by the contractor." Convenient access to driveways and buildings along the line of work shall be constantly maintained. Driveways shall be closed in such a manner that adequate ingress and egress in the opinion of the City Engineer or Inspector is maintained at all times. A minimum of one (paved) traffic lane in each direction not less than 12 feet wide shall be kept open at all times for use by the public on all collector and secondary streets. All costs involved in complying with the requirements of this section shall be absorbed in various contract bid items of work involved and no separate payment shall be made therefore. Provisions for control of traffic on all streets under the jurisdiction of the City of West Covina are as noted. 55 Project No. BP-17034 Contractor shall make his own arrangements relative to keeping the working area clear of parked vehicles. The Contractor must post temporary "72 Hour Notice II signs along the side of work. The costs involved in the furnishing and posting of such signs and their subsequent removal shall be absorbed in the prices paid for the various contract bid items of work involved. The Contractor shall secure in place, all barricades and delineators that are to remain in place for more than five (5) working days. The Contractor shall maintain all existing. official signs, including, but not limited to, directional, warning, advisory, regulatory, and street markers in an erect and functional position at all times during the construction period · in. either temporary or permanent locations as designated by the City Engineer or Inspector. Any of these facilities which are damaged or lost shall be replaced by the Contractor at no cost to the City. The ContractorshalLcomplywith the requirements for Traffic Control as outlined in the latest edition of "Work Area Traffic Control Handbook," published by Building News, Inc. with modifications as permitted and/or requested by the City Engineer o~ Inspector. Class .1 b9-rricades shall he ten ( 10) feet or more iii width. The use of r'Work Area Traffic Control Ha.ndbookt pubHshed by Building News, Inc. does not relieve the Contractor of responsibility for public safety in that he may . surpass these standards, or request modifications as necessary. The Contractor shall keep all construction signs, equipment, trucks, trailers, etc. free of graffiti at all times. SECTION 2. MATERIALS 1. State and Standard Specifications -Contractor's attention is directed to Section 6, "Control of Materials,'' of the State Specifications, Part 2, "ConstmctionMaterials" of the Standard Specifications and these Provisions. 2. Scope -All materials required to complete the work under this contract shall be furnished by the Contractor. Contractor is required as part of this agreement to furnish all materials to accomplish maintenance in accordance with the foregoing specifications. Contractor is further required to stock high usage items for repair of irrigation systems. 3. Replacement -The contractor shall be responsible for providing replacement materials and labor, including irrigation and plant materials, necessary for repairs following vandalism 4. Equals -The contractor may offer equals and equivalents for materials and products. This procedure shall conform to the latest edition of the State Specification (Section 6-1.05) Pursuant to California Public Contract Code Section 3400, submission of data substantiating a request for a substitution of "an equal" item shall occur within 35 days after award of contract Use of City form is required. 56 Project No. BP-17034 SECTION 3. DESCRIPTION OF WORK PART A-GENERAL 1. SCOPE OF WORK The work comprises the furnishing and installation of a Stmctured Cabling System (SCS) for City of West Covina City Hall, Police Department (including Dispatch Center), Maintenance Yard and five Fire Stations. 2. ORDER OF WORK Order of work shall conform to the provisions in Section 6-2, "PROSECUTION OF THE WORK," of the Standard Specifications and these Special Provisions. 3. PROJECT DRAWINGS AND DATA The Project drawings and data showing location, character of work and details are included within these Special Provisions. 4. PROTECTION OF EXISTING FACILITIES All existing facilities damaged by the contractor during construction shall be replaced immediately as damage occurs. Replacement materials and work to be performed must be approved by the City. This work shall not be included as an extra payment to the Contractor. 5. PERSONNEL QUALIFICATIONS All personnel working in or near the project location shall be of good character, neat in appearance, and in appropriate uniforms (including name badges for each worker). Appearance and uniforms are subject to the approval of the Contract Officer. 6. INTERPRETATION OF SPECIFICATIONS The IT Department, City of West Covina, shall be the interpreting authority of technical specifications for the City Project No. BP-17034. 7. CONTRACTOR LICENSE -The contractor shall hold the following licenses: • City Business License. • A California Contractors Class C-28, and or C-7 Low Voltage Contractor and/or Class C-10 Electrical contractor license is required. Submit a copy thereof. • Contractor must be factory certified in the installation of the proposed Strnctured Cabling System. Submit a copy thereof. 8. RESPONSIBILITY, COORDINATION, AND MEETINGS Contractor shall secure and maintain all required permits and licenses, and pay all fees necessary to legally complete the work of this project. A supervisor who is competent in speaking English and has experience and technical training in paving work shall supervise competent workers. The contractor shall ensure that the City Inspector reviews the construction of access ramp work prior to the placement of concrete. The contractor shall attend additional meetings if deemed necessary by the City. 57 Project No. BP-17034 9. CONSTRUCTION AREA Contractor shall protect property and facilities adjacent to the constmction areas, and shall notify the City of any existing damaged improvements prior to beginning work. Any existing improvements within the constmction area, which are noted as damaged after work has started and have not previously been brought to the attention of the City, will be considered as damaged by the Contractor. In the event improvements or facilities are damaged, they shall be replaced with new materials equal to or better than the original and.the area shall be finished so as to have the same appearance as bef9re daniagedto the satisfaction ofthe City, at no co~.tto tbe City. Work on repairs shall start iIIlIIlediately i~ safefr .()r int~rrupti?~ of service is an issue. In other cases, repairwork shall start within one week from damage discovery and continue without interruption until completed. Broken irrig~tion lines shall be capped immediately and repairs completed within one week. 10. PROJECT SITE MAINTENANCE -OUTSIDE PLANT CABLING For outside plant portions of the work, project site maintenance shall ccmform to the provisions in Subsection 7.8 "Work Site Maintenance" Standard Specifications and these Special Provisions: Dust control shall consist of applying water or dust palliative (reducer), or both, for the alleviation or prevention of nuisance dust. The Contractor shall control dust resulting. frn~. the. Contractor's. perf9rmance of the work, either inside or outside the right of way. It is understood that the provisions in this section will not prevent the Contractor from applying water or .dustpalliative for his cohvenie11ce if he so desires. Contractor shall furnish and operate a self-loadingn1otorized streetsweeper equipped with functional water spray system. The sweeper shall clean all paved areas within and adj~~ent t<> tlie worksite and haul routes daily to the statisfaction of the City Engineer. The stockpiling of construction debris will not be allowed. No separate paymenfwill be made for any workperformed or material used to control dust resulting from the Contractor's performance of the work, either inside or outside the right of way. Full compensation for such dust control will be considered as included in the prices paid for the various contract bid items of work involved. Application of water for the purpose of controlling dust caused by public traffic adjacent to the project shall be considered as part of the Contractor's responsibility and shall be considered as included in the prices paid for the various contract bid items of work involved and no futher compensation will be allowed. 11. STORAGE OF EQUIPMENT AND MATERIALS Construction equipment shall not be stored at the project site before its actual use nor more than 1 week after it is no longer needed. Contractor shall be responsible for coordinating the delivery~ acceptance, unloading and storage of their materials to the premises with the CO~ Corifractcfr shall corriplywith allbuilding regulations regarding hours, method, and location of material delivery. The City shall provide, within reason and at its discretion, adequate space for Contractor to store a limited quantity of material and tools, but does not agree to provide space for the entire inventory of material and tools for the project. The storage of Contractor's materials and tools within the City building is at Contractor's sole risk, and the City shall not have any responsibility for damage to, or the stealing of, Contractor's materials and tools. Contractor shall protect equipment during transit, storage, and handling to prevent damage, theft, soiling, and misalignment. Contractor shall coordinate with the City for secure storage of equipment and materials. Contractor shall not store equipment where conditions fall outside manufacturer's recommendations for environmental conditions. Contractor shall not install damaged equipment and shall remove and replace damaged equipment with new working equipment. 58 Project No. BP-17034 12. WATER POLLUTION CONTROL -OUTSIDE PLANT CABLING Contractor shall conform to all applicable local, state, and federal regulayions and laws and shall conform to the provisions in Subsection 7 .8 "Work Site Maintenance" Standard Specifications and these Special Provisions 13. BEST MANAGElVIENT PRACTICES (BMP) -OUTSIDE PLANT CABLING Contractor shall implement and maintain such BMPs as relevant to the work and as are specifically required by the Plan and Special Provisions. The Contractor is required to adhere to the provisions of the Federal Clean Water Act as regulated by the U. S, Environmental Protection Agency in Code 40, Code of Federal Regulations (CFR) Parts 122, 123, 124, he Porter-Cologne Act (California Water Code), the Waste Discharge Reqirments for Municipal Storm Water Discharge within the County of Los Angeles, and the National Pollution Discharge Elimination System (NPDES), The following BMPs are included as reference. 1. Sawcutting: Shovel or vacuum saw-cut waste and remove from site. Downstream catch basins, storm drains, and sewer manholes must be covered to contain the saw-cutting waste. 2. Concrete Truck Washout: Washout of concrete trucks will not be allowed in gutters, paved streets, or catch basins. Washout on the surface will be allowed only if the runoff can be contained and not allowed to enter any catch basins, storm drains, and sewer manholes. 3. Street Sweeping: Unless directed otherwise by the City Engineer, the Contractor shall furnish and operate a self loading motorized sweeper with functional water spray system at a minimum once a dayto maintain paved areas free of debris and dust. 4. Spill Prevention: Care shall be taken to preventany type of spill or leakage from entering the storm drain system. 5. Soild Waste/Stockple Management: The Contractor shall maintain the project site clean and free from rubbish and keep stockpiles of materials proteted fom storm water runoff throughout all phases of the work, including suspension of work. 6. Sanitary and Septic Wastes: The Contractor will provide portable toilets and be located away from the area's drainage patterns. The cost for conforming to the provisions of the Federal Clean Water Act, the NPDES, and specified in these special provisions is considered included in the various contract bid items of work and no additional compensation will be allowed therefore. 14. LIMITING ADVANCE WORK -OUTSIDE PLANT CABLING Prior to the commencement of work, a Preconstruction Meeting will be held. At this meeting, the contractor shall submit to the City for approval his schedule and order of work by locations. For public safety and convenience, the contractor shall not excavate areas more than one week in advance of concrete being placed without prior permission by the City; however, this does not include tree removals. Clean-up of an area shall follow placement of the concrete by no more than one week including backfill and grade blending, debris removal and repairing of any damage caused by construction. If the contractor does not adhere to these provisions, the City will stop all advance work until the contractor can catch up with the installation and clean-up work. 59 Project No. BP-17034 15. QUALITY ASSURANCE A. The · Contractor shall be responsible · for providing, installing, and the operation of the Strnctured Cabling System as shown. The Contractor shall also provide. certification as required. B. The structured cabling system shall be installed and tested to ensure all components are fully compatible· as a·system and cart be integrated with all associated structured cabling systems that are part of an Information Technology (IT) cotnputer'network. C. The manufacturers of all components shall. b~. ~stablished vendors to the stmctured cabling system industry for no less than ten (lO)years and shall have successfully implemented systems of similar size and complexity. D. Contractor /ktegrator Qualificatiohs 1. The strnctured cabling system contractor shall have .been regu~arly engaged in the installation and maintenance· of structured cabling systems and have.· a proven record of accomplishment with similar systems of thesamesiz,e, scope, and complexity'. 2. The structured cabling system cm1trnctor shall supply information attesting to the fact that their installation and service technicians are competent factory trained and certified personnel capable of mairltain~?the·syste~·and.pr6vi~lllg •. r.~aso1ab}e~er~;ce.time. 3. The·· strnctured cabling systemcontractorshaH l)rQvide a.minimum of three (3) references whose systems are of similar complexity and have been installed and maintained by the stmctured cabling syst~~.~ontr.ctC}9! .. Fi;ll~J.~.~t. ftYf.(?) .. Y~~s. 4. There s.hall.\?,~ aJocal: repr~sen~ayve and facfory iuWorhed. local· servi~e organization that shall carry a complete stock of parts and provide ·maintenance for these systems. E. Service Q}rnl~fications: There shall b.e a peTillanent service organization 1naintained or trained by the manufacturer which willreh.der satisfactory service to this installation within// four//// eight// hours of receipt of notification that service is needed. Submit name and address of service organizations. l6e SUBMITT ALS A. Submit below items. B. Provide certificates of compliance with Part A 15, Quality Assurance. C. Provide as~ built design package in both electronic format and on paper, tninimum size 8 Yz x 11 inches (216mm. x 279mm); drawing submittals shall be per the established project schedule. D. As-built packages shall include, but not be limited to: 1. Index Sheet that shall: a. Define each page of the design package to include facility name, building name, floor, and sheet number. b. Provide a list of all structured cabling system abbreviations and symbols. c. Reference all general notes that are utilized within the design package. d. Specification and scope of work pages for all strnctured cabling systems that are applicable to the design package that will: 1) Outline all general and job specific work required within the design package. 2) Provide a device identification table outlining device Identification (ID) and use for all stmctured cabling systems equipment utilized in the design package. 60 Project No. BP-17034 2. Drawing sheets that will be plotted on the individual floor plans or site plans shall: a. Include a title block as defined above. b. Provide device identification and location. co Address all signal and power conduit runs and sizes that are associated with the design of the stmctured cabling system and other elements (e.g., network cabinets, grounding, etc.). d. Identify all pull box and conduit locations, sizes, and fill capacities. e. Address all general and drawing specific notes for each drawing sheet. 3. A riser drawing for the applicable structured cabling system shall: ao Indicate the sequence of operation. b. Relationship of integrated components on one diagram. c. Include the number, size, identification, and maximum lengths of interconnecting cables. d. Identify how all equipment within the system, from network cabinet or rack to workstation or access point data location, shall be laid out and connected. e. Provide full detail of all system component cabling from point-to-point. f. Identify cabling types utilized for connection, interconnection with associated structured cabling systems. d. Show representative device locations that correspond to the floor plans. e. All general and drawing specific notes shall be included with the system drawings. 4. A schedule for all the applicable structured cabling systems shall be included. All schedules shall provide the following information: a. Device ID. b. Device Location ( e.g. site, building, floor, room number, location, and description). c. Mounting type (e.g. flush, wall, surface, etc.). E. Specific As-built Document Requirements 1. Document data drop and patch panel numbering on as-built drawings for the City. Contractor is required to submit as-built computer-generated (Adobe Acrobat) record drawings which reflect the exact location of each access point and workstation data location. a. Contractor will be given an Adobe Acrobat version of the floor or aerial view for its use in developing the record drawings. The City does not have floor current floor plans of all buildings, so an aerial view may be the most current view of the building. b. Contractor shall submit one (1) hardcopy set of the drawings and an electronic version on CD-ROM at the completion of the project and prior to final acceptance by the City. c. In addition to as-built drawings, Contractor shall submit a spreadsheet in Microsoft Excel-compatible format for all major hardware. The spreadsheet shall contain the following information: 1) Building 2) Closet Name 3) Cable Number 4) Cable ID Suffix 5) Full Cable ID 6) Patch Panel Port Number 7) Patch Cord Color 8) Switch Name 9) Switch Port Number 61 Project No. BP-17034 lO)Room Number 11) Room Name 12) MAC Address (access points only) 13)Cable Type 14 )Cable Man1ifacturer 15) Jack Teste<i? 16) Jack Test Date 1 7) Jack Test Results 18) Installation Photo Name( s) -provide installation photos for each location in separate files 19)Comment E. As-built packages shall be reviewed by the Contractor along with a City to ensure all work has been completed. All reviews shall be conducted in accordance with the project schedule. F. Provide manufacturer structure~5abling system pfoduct.cut-she,ets. SubI111t for approval at least 30 days prior to colll1)1encern.~nt of f<:mnaLtesting, a, •. ~tn1ctured fabling sy~tefll Operational Test Plan. Include l?.roc~dures foropyr~tioncil te,sting of eacl\ co,mponent ::tnd structured cabling system, to include performance of an integrated system test. G. Submit manufacture's" certification of Underwriters Laboratories, Inc. (UL) listing. Provide all maintenance and operating manuals. PART B -STRUCTURED CABLING SYSTEM 1. GENERAL A. The main' scope of work for this project is as' follows: L Stn1ctured Cabling System Project Scope. The following are the general parts of the scope of work: a. Copper cabling will include: 1) Furnish andinstall new n~twork cabinets (where 119ted in Exhil>it "A") 2) Replace cabling to an existinKworkstation data locations,including some data locations nmning through ex}sting underfloor cable duct t9 existing floor boxes. Replace existing floor boxes if necessary to comply with Category 6A clearance guidelines. 3) Fuinish'and install new cabling for wireless access points 4) Moi.l!lt and patch wireless access points. Access points ( and standard AP mounting brackets) 'will be provided to the Contractor by the City. 5) Provide 'stlpport'for t'utover toiieW cabling 6) Remove existing cabling,' including data jacks and raceway at both ends b. Fiber-optic cabling between network closets 1) Furnish and install new fiber enclosures in network cabinets or closets. 2) Furnish new inner duct or conduit pathway where required. 3) Furnish and install new multi-mode fiber-optic cabling between cabinets or closets, where noted in Exhibit "A." 4) Coordinate cutover between existing backbone cabling and new multi-mode fiber-optic cabling. Cutover shall occur after hours. 5) Terminate fiber-optic cabling. 6) Test fiber-optic cabling. 7) For the City Hall building, possible pathway between the north and south sides of the building is limited to a 4" conduit the nm over the roof between the two sides, a second 4" 62 Project No. BP-17034 conduit that connects to pathway between the 3 South wiring closet and the 2 North wiring closet. There is some existing 62.5-micron multimode fiber optic cabling and a small amount of UTP cabling used as backbone between closets. There are pull strings in the 4" conduits. Provide new junction box as an intermediate pull station for the second conduit. Install the new junction box in 3 North Mechanical Room. c. Single-mode fiber-optic cabling (Alternate) will include: 1) Furnish and install new conduit pathway from existing conduit in the Maintenance Yard to the Police Department SET building. Coordinate work with both Maintenance Yard and Fire Department Traffic (Fire Station 1). 2) Extend pathway into the SET building, to the building's Main Distribution Frame (MDF). 3) Furnish and install new fiber enclosures in SET building MDF. Utilize existing fiber enclosure in Maintenance Yard, Building B, Telephone Room. 4) Furnish and install single-mode fiber-optic cabling between the Maintenance Yard, Building B, Telephone Room, and the SET building MDF, using both existing and new conduit pathway. 5) Terminate within fiber enclosures, with 12 type LC connectors. 6) Provide patch cables at both ends. 7) Test fiber-optic cabling with OTDR device. d. All cabling will include: 1) Provide project supervision. 2) Provide Contractor's one (1) year guarantee. 3) Provide manufacturer's 25-year warranty. 4) Provide as-built documentation and manuals. 2. Specific requirements a. Contractor shall provide in its Quotation all costs associated with equipment lift rentals and refuse disposal containers. City equipment will not be provided for Contractor use. b. Conceal all cabling from view, either by mnning it above ceiling spaces, or enclosing it in conduit or raceway. Also, minimize exposure of patch cables at access points to 2-3 inches of visible cable. c. Provide raceway or conduit for all cabling that would otherwise be exposed to view. Color of raceway shall match exposed stmcture. Paint conduit and supports to match exposed stmcture. Care should be taken to conceal cable from view. Contractor shall provide and install cable raceway and cable to complement the existing design. d. Contractor shall be responsible for providing and installing all new data cabling as indicated in this document for a complete installation. New access-point devices and manufacturer's mounting bracket to be provided by the City. Contractor is responsible for final mounting, including any required mounting accessories. e. For workstations, Contractor shall be responsible for installing patch cables at the workstation ends (where previous data jacks were connected to computers), and at the wiring closet ends, based on switch port mapping provided by the City. f. For access points, Contractor shall be responsible for installing patch cables at the access points, and at the wiring closet ends, based on switch port mapping provided by the City. The Police Department (including Dispatch Center) and Fire Stations are staffed 24 hours per 666day. Contractor will coordinate installation to avoid interfering with the work of regular City staff. Additional coordination with the CO is to be performed to ensure that work scheduled within the building does not intem1pt existing operations. 63 Project No. BP-17034 g. Contractor is to furnish and completely install the specified faceplates, jacks, patch panels, cable, raceway components, and machine"."printed labeling required for a complete installation. h. Typical workstation drop locations will be comprised of a plenum-rated Cat 6A, 10Gb, UTP cable terminated within a non'"plenum-rated, dti.al-=port or four-port, surface-mount box equipped with Cat 6A·lOGb RJ45 jack/modules. Quantities of data jacks per building are shown in Exhibit "A." i. Typical access-point dual-drop locations will be comprised of two (2) plenum-rated Cat 6A, 10Gb, UTP cables, terminated within a plenum-rat~d, ~wo~port,surface-mount box, equipped with two (2) Cat 6A 10Gb RJ45 jack/modules; Contra,c;toristo coil 15 feet of additional cable at each access-point drop location for future relocation. Quantities of data jacks per building are sh Own in Exhibit'' A.'' 1) Drawings sho;Virig access pointlocations will be prqvided to qmllified bidders after the mandatory pr~-big meeting. j. Contractor shall-provide new data cabinets inside network closets,·where noted in Exhibit "A". 1) Provide 3 '-0,, clearanc,e from side of rack_ to other oqstacles, in t~e direction of the hinge. 2) Provide appropriate pathway to support la~ge aIJJ.ounts of cabling around the network cabinets and wiring closets. -· k. Within the new data cabinets, the Cat 6A 10Gb, 4-pair, UTP cables will be terminated on new 24-port and/or 48-port, Cat 6A, lO(}b patch panels. 1. New cabling pathways shallbe usedfofthe installation of new cabling, with conduit/J-Hook fill-capacities tr1aintamed. Contr~ct9r shall furnish alllabor and _materials to install the new pathways as required for a complete installatio11. -Cablingwill be routed from the access-point or workstation drop location to the respective wiring room thiotigh plenum ceiling spaces. Overhead routing of cables is to be supported within J-hooks rated forCat 6A cabling secured to the strncture above. New J-hooks shall be installed 4 feet on centers along the cable path up to each drop· locatio11: _ . _ 1) \vhe~fyxisting c~blingsurface race;ayqr conpuits vyith1n w,a,lls have capacity, Contractor II1ayuse t~em/o rqute work~tation Fable, PI"()Videdt~,'?Y are.free from damage and meet cable fill requirements. See Execution Section for further detail. m. Contractor shall he responsible to provide and install all required metal conduit sleeves for a complete instaHation. Contractor shalLfirestop"penetrations through all floors and fire-rated walls that have been utilized for the installation ofthe new cabling system under this contract. See Firestopping Products andExecutionsectionsfor details. n. For power, provide electrical outlets as noted in Exhibit"A.' Motmt electrical outlets at the back of the new cabinet ( or to existing walls). Coordinate the outlet locations with the cutout of the wall cabinet. o. Furnish and install fiber connections to connect network closets in locations shown 1) Provide additional supports or pathway· as required to support new fiber cable in building. p. Contractor is to perform test and certification of the newly installed cabling system and is to provide test result documentation certifying that the cabling system meets industry standards. 1) All Ethernet copper cables are to be tested with a handheld cable tester having ISO Level IV and TIA Level Ille accuracy{minimum) for Category 6A / Class EA certification. Test reports are to be printed and assembled in binders as well as submitted in Adobe Acrobat format. 2) All single-mode and multi-mode fiber cabling will be tested with an OTDR device. 64 Project No. BP-17034 q. Contractor shall furnish legible record "As-Built" documents to the City which reflect any changes made to the design during the installation. B. Contractor's One-Year Guarantee 1. Provide Contractor's one-year Guarantee for labor and materials for the inst.allation. Refer to Guarantee form in this document. C. Strnctured Cabling System Warranty 1. This project has been designed based on a Hubbell Premise Wiring ( or approved equal) Stmctured Cabling System installed by a Hubbell Certified Installer ( or approved equal). The completed installation shall receive a numbered Registration Certificate from the manufacturer. Contractor shall provide the City with any and all registrations from the manufacturer for the installed cabling system. Approved equal manufacturers are: a. Leviton/Nexans (Berk-Tek) b. CommScope/Uniprise c. Belden/Panduit 2. All additional warranties that may be placed on the installation by the Contractor due to affiliation with the material manufacturer are to be noted. 3. Contractor shall provide, through the cabling manufacturer(s), an extended product and application assurance warranty for a minimum of twenty-five (25) years that covers the passive components of the system (i.e., cable and connectivity components that make up the passive data and telecommunications signal transmission infrastmcture ). D. Contractors' Employees L Contractor and/or its Subcontractors shall provide the City and the State of California Department of Labor with certified payroll information regarding any and all employees working on the project, with each payroll. Invoices will not be accepted without certified payroll information included. 2. Contractor shall comply with Executive Order 11246, "Equal Employment Opportunity," as amended by Executive Order 11375, and as supplemented in Department of Labor regulations, and all local, County, State, and Federal laws, regulations, ordinances, and requirements. 3. Wherever a provision of the Quotation or contract documents conflicts with any agreements or regulations of any kind in force among members of a trade association, union, or council which regulate or distinguish what work shall or shall not be included in the work of any particular trade, Contractor shall make all necessary arrangements to reconcile any such conflict in favor of the provisions of the Quotation and contract documents without delay, damage, or cost to the City, and without recourse to the City. 2. MAJOR COMPONENTS A. Material List of Major Components 1. The proposed equipment must be configured to provide the quantities detailed in Exhibit "A" - Schedule of Network Closet Requirements. 2. Please provide a narrative description of your product's ability to comply with each item in this document as appropriate. 3. Additional items may be required as indicated in the Contract Documents and required to provide a complete system. 65 Project No. BP-17034 3. CONTRACTOR RESPONSIBILITIES AND REQUIREMENTS A. Contractor shall name a project coordinator·who shall·workwith the City to provide and approve a project schedule. The schedule shall consider all aspects of the project, including site walk, design, installation, access point installation, location and configuration, and proof of performance testing. When installing the system in any areas with other constmction occurring simultaneously, Contractor shall coordinate with the City. B. Contractor shall participate in the mandatory pre-bid walk-through, and shall be responsible for preparing a proposal for the project,,pased on the walk-through, and any additional documentation from the City. This prqposal shall include the following: · 1. Review pa.th.ways, and determine if any need to be updated or rerouted. 2. Review workstation locations. Replace workstation data jack locations in approximately the same location as existing. Report any general areas·where workstations data jack locations are not possible to replace in the location or with the same quantity as existing. 3. Review the proposed location of access points, including areas that have been identified as locations where high concentrations of wireless devices may be used based on input from the building and City staff. Document any proposed changes in access point locations. a. Review any interference ~r other issues withinth~ buildingthat would affect Stmctured Cabling Sys~~p1performa11ce. b. Revi~-»7any issues.orcondition~thatmay affect the .mstallation or installation schedule. C. Contractor to review builq.ings maps for common an~as such as high-capacity meeting/assembly rooms. . d. All products, hardware, and software, shall be the current versions as of the Quotation due date. 4.. CABLING SPECIFICATIONS A. Scope of Work 1. The City is requesting proposals for the installation of a Stmctured Cabling System at existing workstation and new wireless access-point locations within the City for enhanced connectivity. The detailed.cabling work for this project is as follows: ' . :.··. ';' a. Access-faint and \Vorkstation Drdp Location Cabling: Unshielded Twisted Pair (UTP), Category 6A, lOGb,4-pair, pk~num-rated, 23 AWG, solid copper. Cable jacket color to be blue for data workstations and white for. access point locations, and remain the same throughout the installation. Note: for this product and other products, verify all colors with City CO prior to· ordering. 1) Acceptable Manufacturers: Hubbell or Approved Equals: A. Leviton/Nexans (Berk-Tek) B. CommScope/Uniprise C. Belden/Panduit D. Approved equal manufacturers are typical for all Hubbell product specifications in this Quotation, unless another equal manufacturer is listed 2) Verify cabling and outlet colors with CO prior to ordering. 3) Part Number: NEXTSPEED Cat 6A, 10 Gb -C6ASPB (blue in color for data jack locations) and NEXTSPEED Cat 6A, 10 Gb -C6ASPW (white in color for access point locations) 4) Quantity: As required for a complete installation 66 Project No. BP-17034 b. Patch Cord Cables: Unshielded Twisted Pair (UTP), Category 6A, 10Gb, 4-pair, 23 AWG, stranded copper. Cable jacket color to be blue for workstations and white for access points. 1) Acceptable Manufacturers: Hubbell or Approved Equal 2) Part Number: A. HC6AB10 -Cat 6A, 10Gb, 10-foot (non-plenum rated)-at workstation (or longer, if required to reach from data jack to existing computer location). B. HC6A W15P -Cat 6A, 10Gb, 15-foot (plenum-rated) -at the access point cable (or longer, if required to reach from data jack to access point location). C. HC6AB03 -Cat 6A~ 10Gb, 3-foot (blue, non-plenum rated) -in data cabinets for workstation patch cables D. HC6AW03 -Cat 6A~ 10Gb, 3-foot (white, non-plenum rated)-in data cabinets for access point patch cables 3) Verify lengths of patch cable with CO prior to ordering. 4) Quantity: One pair for both ends for each data cable being installed. At access points and workstations, this quantity will provide extra patch cables. Tum extra patch cables over to City. c. Termination Panels: 1) Termination Patch Panels: 19" rack mount, 24-port and/or 48-port, unloaded patch panels for terminating data cabling. 2) Acceptable Manufacturers: Hubbell or Approved Equal 3) Part Number: A. UDX24E -24-Port Flat Panel B. UDX48E -48-Port Flat Panel 4) Quantity: As required for a complete installation d. CATEGORY 6A 10Gb DATA JACK: Cat 6A data jack for terminating data cabling in patch panels. 1) Acceptable Manufacturers: Hubbell or Approved Equal 2) Part Number: A. Cat 6A, 10Gb -HJ 6AB (blue in color for workstation data locations) B. Cat 6A, 10 Gb -HJ6AW (white in color for access point locations) 3) Quantity: As required for a complete installation e. Drop Location Configurations: 1) Access-Point Drop Location (above suspended ceiling) A. Acceptable Manufacturers: Hubbell or Approved Equal B. Part Number: 1. Two (2) Cat 6A, 10Gb data jacks -HJ 6A W ( white in color) 2. One (1) ISB20WP 2-port, plenum-rated, surface-mount box (office white in color). 3. Quantity: As required for a complete installation. 2) Workstation Location A. Acceptable Manufacturers: Hubbell or Approved Equal B. Part Numbers: 67 Project No. BP-17034 1. Cat 6A, 10Gb data jacks '.'." HJ6A W (white in color) 2. Blank data jack inserts, as required (white in color) 3. For 2-port locations: a. One (1) PDB12D non-plenum-rated, surface-mount box (office white in color) .. b. One (l)BSFL12 single-gang, 2-port faceplate with label fields, rear loading (statriless steel) 4. For4-portlocations: a. One (1) PDB12TGLV double-gang, deep, non-plenum-rated, surface-mount box (office white in color} .. b. One(l) S'SFL24 do11ble-gang, 4~port faceplate with label fields, rear loading (stainless steel) · · C. Quantity: As required for a complete inst(lllation. f. Horizontal/Backbone Pathway: 1) J-Hook Cable Management (Ceiling Area): high-performance UTP cable support system. A. Acceptable manufacturers: ERICO/CADDY, B-Lineorapproved equal B. PartNumb~r: Erico-CAT32, CAT21; B-Lin~ BCH21, BCH32, BCH64 C. Quantity: As required for a complete installation g. Surface Raceway andAssociated Hardwaie:, Non~metallic, single~channel, surface raceway. Surface raceway is not to have an adhesive backing. All items are to be Office White in color. 1) Acceptable Manufacturers: Hubbell or ap:pr{)ved eqi1ivalent 2) Single-Channel, Non-Metallic, Surface Raceway A. Part Number: PL1BC5 ( or part number to not exceed cable fill ratio of the Category 6A cable prnvided) B. Quantity: As required for a complete installation 3) Splice Cover A. Part Number: PLlSC B. Quantity: As required for a complete installation 4) Internal Elbow A. Part Number: PLl IEBC B. Quantity: As required for a complete installation 5) External Elbow A. Part Number: PLlEEBC B. Quantity: As required for a complete installation 6) Flat Elbow A. Part Number: PLlFEBC B. Quantity: As required for a complete installation 7) Tee Connection A. Part Number: PLl TCBC B. Quantity: As required for a complete installation 68 Project No. BP-17034 8) Conduit Adapter/Ceiling Fitting A. Part Number: PLPlCACF B. Quantity: As required for a complete installation 9) Single-Gang, Deep-Surface Box A. Part Number: PDB12D B. Quantity: As required for a complete installation 10) 4-Port, Deep-Surface Box, Undivided A. Part Number: PDB 12TGL V B. Quantity: As required for a complete installation h. 12-strand multimode OM4 10Gb 50-micron plenum fiber: 1) Manufacturer: Hubbell, Coming, or equal 2) Part Number (Hubbell): HFCD1012P4 3) Color: Aqua i. Inner duct (multimode cabling) 1) Manufacturer: Carlon Telecom Systems or Approved Equal. 2) Part Number: DG4X1C (1.25" Corrugated Innerduct) 3) Quantity: As required for a complete installation. J. Rack-mount fiber patch panels (multimode) 1) Manufacturer: Hubbell or equal 2) 1 U Fiber Enclosure Part Number: FCRl U3SP 3) Fiber Adapter Panel Part Number: FSPLCDM12AQ 4) Fiber Lill Splice Tray Part Number: STRA Y12F 5) Fiber Connector Part Number: 2 x FCLC900K50GM12 6) Quantity Fiber Patch Panel Assemblies: 2 k. 12-Fiber LC Multimode OM4 Fusion-Spliced, Bundled Pigtails 1) Manufacturer: Hubbell or equal 2) Part Number: FPBKR12LC4M 3) Quantity: As required for a complete installation I. For Alternate: 12-strand single mode OS2 indoor/outdoor plenum fiber with pathway and connectivity: 1) Manufacturer: Hubbell, Coming, or equal 2) Part Number (Hubbell): HFCD14012PS 3) Color: Yellow 4) Quantity: One (1) from Maintenance Yard Telecom Room to Police Department SET facility on Maintenance Yard property. 5) Conduit for Fiber A. UNDERGROUND DIRECTIONAL BORED INNERDUCT PATHWAY: 1. Nonmetallic, SDR-11, Smooth Wall HDPE Innerduct (Orange In Color) for use in Underground applications. 2. Acceptable Manufacturers: Duraline, Carlon Telecom Systems or Approved Equal a. Part Number: 69 Project No. BP-17034 1. HDPE, 1.25" SDR 11, Ribbed Wall In/Smooth Out, Orange, 1250# Tape, No Wire, w/ Lubrication (Duraline) b. Quantity: As required for a complete installation, from existing hand hole in Maintenance Yard to SET building. B. UNDERGROUND UTILITY HANDHOLE: 1. Utility handhole with standard open bottom design for use in directional bored pathways (30"x48"x24"). Cover shall be equipped with Hex Head Bolts and have a Tier-8 load rating for grassy area/sidewalk non-vehicular applications. 2. Acceptable Manufacturers: Quazite/Strorigwell or Approved Equal a. Part Number: i. PG3048BA24 (Box) ii. PG3048CA0021 (Cover with "Fiber Optics" Logo) -Note: verify logo inscription with City prior to ordering. b. Quantity: As required for a complete installation. 3. Location: Outside SET building C. EXTERIOR BUILDING CONDUIT PATHWAYS: 1. Nonmetallic, SCH-80, PVC (Grayin Color) for u.se in exterior above ground applications. . . . . . . 2. Acceptable Manufacturers: All manufacturers meeting SCH-80 specification a. Part Number: 2" SCII-80 PVC(Gray ih Coior) 3. Quantity: As required for a complete installation (from hand hole to building entrance at SET Building)~ D. EXTERIOR AND INTERIOR BUILDING JUNCTION BOXES: 1. Nonmetallic, PVC Nema 4X (Gray in Color) for use in exterior above ground applications. 2. Acceptable Manufacturers: All a. Part Number: 18"xl8"x8" PVC(Gray in Color) 3. Quantity: As required for ~ complete installation. E. INDOORINNERDUCTPATHWAYS: 1. Nonmetallic, com1gated, flexible conduit for use in Plenum applications. Color "Orange" 2. Acceptable Manufacturers: Carlon Telecom Systems or Approved Equal. a. Part Number: DH4Xl (1.25" Innerduct) 3. Quantity: As required for a complete installation. 4. Location: Pathway in.side SET building to building wiring closet. 6) Rack-mount, fiber patch panels A. Manufacturer: Hubbell or equal B. lU Fiber Enclosure Part Number: FCR1U3S 1. Quantity: 1 (SET building) 70 Project No. BP-17034 C. Fiber Adapter Panel Part Number: FSPLCDS6B 1. Quantity: Four (4) (two at each end) D. Fiber Connector Part Number: FCLC900KSM12 (12-pack) 1. Quantity 2. For Maintenance· Yard, Building B, Telephone Room: one (1) 3. For SET Building: one (1) 7) Fiber Patch Cables A. Type: OS2 single-mode, LC/LC B. Manufacturer: Hubbell, Coming, or equal C. Length: 6 Feet 1. Verify final cable lengths with City prior to ordering D. Quantity: Provide fiber patch cables at both ends of each fiber nm m. Wall-mounted Cabinets -Type A: Wall-mount data network cabinet, slim profile, 5U of rack capacity, 4U of datajack capacity, with lockable cover, black in color (42" high x 24.2" wide x 10" deep) 1) Acceptable Manufacturers: Hubbell or Approved Equal (Chatsworth Products) 2) Part Number: RE4XB 3) Quantity: As noted in Exhibit ''A." 4) Accessories A. Fan Kit n. Wall-Mounted Cabinets -Type B: Wall-mount data network cabinet, with lockable swing frame back hinge (48" high x 23" wide x 26" minimum deep), window or mesh lockable front door, black in color. 1) Acceptable Manufacturers: Hubbell or Approved Equal (Chatsworth Products) 2) Part Number: HSQ4826 3) Quantity: as noted in Exhibit "A." 4) Accessories A. Fan Kit B. Horizontal cable management (quantity: two (2) per cabinet) o. AP Enclosures: Oberon model 1024 or equal. Access point manufacturer and model are currently being selected. Prior to installation, Contractor shall verify that the proposed model of wireless access point and antennas fit in the enclosure. 1) Quantity: as noted in Exhibit "A." p. Firestopping Products 1) Manufacturers of firestopping materials that are considered acceptable, provided they comply with the Contract Documents: A. 3M B. Dow Coming Corporation C. Hilti, Inc. D. STI-SpecSeal E. Legrand Cablofil EZ-Path 71 Project No. BP-17034 2) Firestopping Sleeve A. At masonry walls and floors: intermediate metallic conduit (IMC) or galvanized rigid conduit (GRC) sleeves. Provide bushings at each end of conduit sleeves to prevent sharp edges. B. At gypsum board drywall walls: intermediate metallic conduit (IMC), galvanized · rigid conduit (GRC), or galvanized electrical metallic tilbing (EMT) sleeves. Provide bushings at each end of conduit sleeves to pfoventsharp edges. C. If the opening around the conduit exceeds Yz-inchfrom the conduit, provide fire-rated, firestopping sleeve assembly proquct instead of conduit sleeve. 1. Acceptable manufa£turer:. Le~r'1Ild Cablof,ilEZ-Path(or equal) 2. Model: EZD 22 or EZD 33, sized for numberof cables required. 3. Size of conduit or fire.:.rated assembly to provide adequately-sized opening to meet the fill ratio of the Category 6A cable provided. q. Electrical Materials 1) Conduit A. Elettricai metallic tGbing (EMT) shall be galvanized. All couplings and connectors shall be \Vatertight compression type . . B: Flexible metal conduit (FMC) shall be hot dipped galvanized steel. Connections shall be screw-in.type (JAKE). C. Sleeves for wall penetrations shall be coordinated with the type of wall constrnction type· and· firestoppingiequirements. 2) Boxes, Enclosures, and Cabinet A. One-p.iece galyanizedpfosse~s~eel knockdi1t type. Mininmpi 4" X 2 1/8" square for wall and 4" xl 1h deep for ceiling (NEMA OSl). B. Cast boxes shall bethreaded hub cast ferrous or aluminum boxes where permitted (NEMA FB 1, ferrot1s alloy, Type Fp7 )v,ith gasJ<et c~wer)t C. Cabinets: 1. NEMA 250, Type 1, galvanized-steel box with removable interior panel and removable front, finished inside and out with manufacturer's standard enamel. 2. Hinged door in front cover with flush latch and concealed hinge. 3. ~ey latch to match panelboards. 4. Met~l barriers to ~eparat~ wiring of. different systems and voltage. 5. Accessory feet where required for freestanding equipment. 3) Conductors A. Provide new conductors manufacturedwithin one year of date of delivery to job site. Deliver conductors to job site in their original unbroken packages or on their original cable reel. All conductor package or cable reel shall be marked and tagged with UL label, size voltage rating, insulation type, type pf stranding. Manufacturer's name and date manufactured. B. Conductors shall be soft drawn, minimum 98% conductivity stranded copper type THW, XHHW OR THWN / THHN 600 volt. Power conductors shall be No. 0 10 A WG and smaller shall be solid. C. Aluminum conductors are not acceptable. D. Connectors and lugs shall be plated copper alloy. Aluminum connectors and lugs are not acceptable. 72 Project No. BP-17034 2. Administration a. Labels: Contractor shall furnish and install printed labels; handwritten labels are not acceptable. Lettering to be 3/16"-high, bold type. Labels are to be made from self-adhesive backed labels, smear-resistant, and not easily removed. 1) Acceptable Manufacturers: Panduit or approved equivalent 2) Labels at the patch panel shall be self-adhesive type made to secure to a metal surface. 3) Quantity: As required for a complete installation. 3. Miscellaneous Materials: All miscellaneous materials, supports, and associated hardware required for a complete installation of the items listed above are the responsibility of the Contractor to furnish and install. a. Acceptable Manufacturers: Materials are to be of the same manufacturer, unless not available from the manufacturer. b. Quantity: As required for a complete installation. 5. EXECUTION A. Scope of Work 1. The City is requesting proposals for the installation of a Structured Cabling System at existing workstation and new wireless access-point locations within the City for enhanced connectivity. The detailed cabling work for this project is as follows: a. Access-Point and Workstation Drop Location Cabling: Unshielded Twisted Pair (UTP), Category 6A, 10Gb, 4-pair, plenum-rated, 23 AWG, solid copper. Cable jacket color to be blue for data workstations and white for access point locations, and remain the same throughout the installation. Note: for this product and other products, verify all colors with City CO prior to ordering. 1) Acceptable Manufacturers: Hubbell or Approved Equals: A. Leviton/Nexans (Berk-Tek) B. CommScope/Uni prise C. Belden/Panduit D. Approved equal manufacturers are typical for all Hubbell product specifications in this Quotation, unless another equal manufacturer is listed 2) Verify cabling and outlet colors with CO prior to ordering. 3) Part Number: NEXT SPEED Cat 6A, 10 Gb -C6ASPB (blue in color for data jack locations) and NEXTSPEED Cat 6A, 10 Gb -C6ASPW (white in color for access point locations) 4) Quantity: As required for a complete installation b. Patch Cord Cables: Unshielded Twisted Pair (UTP), Category 6A, 10Gb, 4-pair, 23 A WG, stranded copper. Cable jacket color to be blue for workstations and white for access points. 1) Acceptable Manufacturers: Hubbell or Approved Equal 2) Part Number: A. HC6AB10 -Cat 6A, 10Gb, 10-foot (non-plenum rated)-at workstation (or longer, if required to reach from data jack to existing computer location). B. HC6AW15P -Cat 6A, 10Gb, 15-foot (plenum-rated)-at the access point cable (or longer, if required to reach from data jack to access point location). 73 Project No. BP-17034 C. HC6AB03 -Cat 6A, 10Gb, 3-foot (blue, non-plenum rated) -in data cabinets for workstation patch cables D. HC.6A W03 -Cat 6A, .19Gb~ 3-foot (white, non-plenum rated) -in data cabinets for access point patch cables. 3) Verify lengths ofpatch cable with CO priorto ordering. 4) QuantitX: pnepair forbot~ eridsf or each data cable being installed. At access points and workstations, this quantity 'Nill p:i;ovide extra patch cables. Tum extra patch cables over to City. . c. Termination Panels: 1) Termination Patch Panels: 19" rack mount, 24-port and/or 48-port, unloaded patch panels for termlllatin~ _data cabling. 2) Acceptable Manufacturers: Hubbell or Approved Equal 3) Part Number: A. UDX24E -24-Port Flat Panel B. UDX48E-48-Port Flat Panel 4) Quantity: As required for a complete installation d. CAT~G-ORY 6A10Gb DATAJACl{: Cat 6A dafajack1or terminating data cabling in patch panels. · · · ·· 1) ~ccepta,p\e, :Nlanufacture,rs.: _ .. FJ;ubbeH or A,pproyed Equal 2) Part Number:· . . . :,> / ·.'>:._.'!}. A~ Cat6A, 10Gb -HJ6AB (blue incolorfor works~ation data locations) B. Cat 6A, 10 Gb-'-HJ6AW (white incolor for access point locations) 3) Quantity: As required for a complete installation e. Drop Location Con:figt1tatibris: 1) Access-Point Drop Location ( above suspended ceiling) A. Acceptable Manufacturers: Hubbell or Approved Equal B. Part Number: 1. Two (2) Cat 6A, 10Gb data Jacks ---HJ6AW (whiteiri color) 2. One (1) ISB20WP 2--port, plenum-rat~d, surface-mount box (office white in color). 3. Quantity: A& required for a complete installation. 2) Workstation Location A. Acceptable Manufacturers: Hubbell or Approved Equal B. Part Numbers: 1. Cat 6A, 10Gb data jacks -HJ6A W (white in color) 2. Blank data jack inserts, as required (white in color) 3. For 2-port locations: a. One (1) PDB 12D non-plenum-rated, surface-mount box ( office white in color}. b. One (1) SSFLi2 single-gang, 2~port faceplate with label fields, rear loading ( stainless steel) 74 Project No. BP-17034 4. For 4-port locations: a. One (1) PDB12TGLV double-gang, deep, non-plenum-rated, surface-mount box ( office white in color). b. One (1) SSFL24 double-gang, 4-port faceplate with label fields, rear loading (stainless steel) C. Quantity: As required for a complete installation. f. Horizontal/Backbone Pathway: 1) J-Hook Cable Management (Ceiling Area): high-performance UTP cable support system. A. Acceptable manufacturers: ERICO/CADDY, B-Line or approved equal B. Part Number: Erico-CAT32, CAT21; B-Line BCH21, BCH32, BCH64 C. Quantity: As required for a complete installation g. Surface Raceway and Associated Hardware: Non-metallic, single-channel, surface raceway. Surface raceway is not to have an adhesive backing. All items are to be Office White in color. 1) Acceptable Manufacturers: Hubbell or approved equivalent 2) Single-Channel, Non-Metallic, Surface Raceway A. Part Number: PL1BC5 ( or part number to not exceed cable fill ratio of the Category 6A cable provided) B. Quantity: As required for a complete installation 3) Splice Cover A. Part Number: PLlSC B. Quantity: As required for a complete installation 4) Internal Elbow A. Part Number: PL1IEBC B. Quantity: As required for a complete installation 5) External Elbow A. Part Number: PLlEEBC B. Quantity: As required for a complete installation 6) Flat Elbow A. Part Number: PLlFEBC B. Quantity: As required for a complete installation 7) Tee Connection A. Part Number: PLlTCBC B. Quantity: As required for a complete installation 8) Conduit Adapter/Ceiling Fitting A. Part Number: PLPlCACF B. Quantity: As required for a complete installation 9) Single-Gang, Deep-Surface Box A. Part Number: PDB12D B. Quantity: As required for a complete installation 75 Project No. BP-17034 10) 4-Port, Deep-Surface Box, Undivided A. Part Number: PDB12TGLV B. Quantity: As required for a complete installation h. 12-strand rimltimode OM4 10Gb 50~micron pleri11m fiber: 1) Manufacturer: Hubbell, Coming, or equal. 2) Part Number (Hubbell): HFCD1012P4 3) Color: Aqua i. Inner duct (:multimode cabling) 1) Manufacturer: Carlon Telecom Systems or Approved Equal. 2) Patt Number: DG4Xl C (1.25" C6m1gated Innerduct) 3) Quantity: As required for a complete installation. J. Rack-mount fiber patch panels (multimode) 1) Man'ufacturer: Hubbell of eq1..1a1 2) 1 U Fiber ~ndosurn ];>art Number; FCRl U3SP 3) Fiber Adapter Panel Part:Number: FSPLCDM12AQ 4) F'ibe;L,I!I:Spli~~Tray]:)~rtN\1111~er: STRAY12f 5) Fiber Connector Part Number: 2 x FCLC900K50GM12 6) ·Quantity Fiber Pa.t~l:1 ]:)and ~sseml:>liys: 2 !." .··.···.·.···: :' .... ,· ····, .' k. 12-Fiber LC Multimode OM4 Fusion-Spliced, Bundled Pigtails 1) Manufacturer: Hubbell.or equal 2) Part Number: FPBI<R12~C~M 3) Quantity: As required for a complete installation L For Alternate: 12-strand single mode OS2 indoor/outdoor plemim fiber with pathway and connectivity: 1) Manufacturer: Hubbell, Coming, or equal 2) Part Number (Hubbell): HFCD14012PS 3) Color: Yell ow 4) Quantity: One (1) frolll Maintenance Yard Telecom Room to Police Department SET facility on Maintenance Yard property. 5) Conduit for Fiber A. UNDERGROUNDDIRECTI0NALB0RED1NNERDUCTPATHWAY: 1. Nonmetallic, SDR-11, Smooth Wall HDPE Innerduct (Orange In Color) for use in Underground applications. 2. Acceptable Manufacturers: Duraline, Carlon Telecom Systems or Approved Equal a. Part Number: i. HDPE, 1.25" SDR 11, Ribbed Wall In/Smooth Out, Orange, 1250# Tape, No Wire, w/ Lubrication (Duraline) b. Quantity: As required for a complete installation, from existing hand hole in Maintenance Yard to SET building. B. UNDERGROUND UTILITY HANDHOLE: 76 Project No. BP-17034 1. Utility hand.hole with standard open bottom design for use in directional bored pathways (30"x48"x24"). Cover shall be equipped with Hex Head Bolts and have a Tier-8 load rating for grassy area/sidewalk non-vehicular applications. 2. Acceptable Manufacturers: Quazite/Strongwell or Approved Equal a. Part Number: i. PG3048BA24 (Box) ii. PG3048CA0021 (Cover with "Fiber Optics" Logo) -Note: verify logo inscription with City prior to ordering. b. Quantity: As required for a complete installation. 3. Location: Outside SET building C. EXTERIOR BUILDING CONDUIT PATHWAYS: 1. Nonmetallic, SCH-80, PVC (Gray in Color) for use in exterior above ground applications. 2. Acceptable Manufacturers: All manufacturers meeting SCH-80 specification a. Part Number: 2" SCH-80 PVC (Gray in Color) 3. Quantity: As required for a complete installation (from hand hole to building entrance at SET Building). D. EXTERIOR AND INTERIOR BUILDING JUNCTION BOXES: 1. Nonmetallic, PVC Nema 4X (Gray in Color) for use.in exterior above ground applications. 2. Acceptable Manufacturers: All a. Part Number: 18"x18"x8" PVC (Gray in Color) 3. Quantity: As required for a complete installation. E. INDOORINNERDUCTPATHWAYS: 1. Nonmetallic, com1gated, flexible conduit for use in Plenum applications. Color "Orange" 2. Acceptable Manufacturers: Carlon Telecom Systems or Approved Equal. a. Part Number: DH4Xl (1.25" Innerduct) 3. Quantity: As required for a complete installation. 4. Location: Pathway inside SET building to building wiring closet. 6) Rack-mount, fiber patch panels A. Manufacturer: Hubbell or equal B. 1 U Fiber Enclosure Part Number: FCRl U3S 1. Quantity: 1 (SET building) C. Fiber Adapter Panel Part Number: FSPLCDS6B 1. Quantity: Four (4) (two at each end) D. Fiber Connector Part Number: FCLC900KSM12 (12-pack) 1. Quantity 2. For Maintenance Yard, Building B, Telephone Room: one (1) 77 Project No. BP-17034 3. For SET Building: one (1) 7) Fiber Patch Cables A Type: .. OS2 single-mode, LC~C B. Manufacturer: Hubbell, Coming, or equal C. Length: 6 Feet 1. Verify final cable lengths with City prior to ordering D. Quantity: Provide fiber patch cables at both ends of each fiber nm m. Wall-mounted Cabinets -Type A: Wall-mount .data network cabinet, slim profile, 5U of rack capacity, 4U of data jack capacity, with lockable cover, black in color (42" high x 24.2" wide x 10" deep) · 1) Acceptable Manufacturers: Hubbell or Approved Equal(Chatsworth Products) 2) Part Number: RE4XB 3) Quantity: As noted in Exhibit "A." 4) Accessories A. Fan Kit n. Wall-Mounted Cabinets;...;_ Type B: Wall-mount data network cabinet, with lockable swing frame back hinge (48" high x 23" wide x 26" minimum deep), window or mesh lockable front door, black incqlor. 1) A~.c~ptabl~ ~ant1facturer~: Hubbell or Appi;oved Equa} (Chatsworth Products) 2) Part Nuinber: HSQ4826 · 3) Quantity: as noted in Exhibit "A." 4) Accessories A. Fan Kit B. Horizontal cablemanagement(quantity: two (2) per cabinet) o. AP Enclosures: Oberon model 1024 or equal. Access point manufacturer and model are currently being selected. Prior to instaHation,. Contractor shall verify that the proposed model of wireless access point and antennas fit in the enclosure. 1) Quantity: as noted in Exhibit "A.': p. Firestopping Products 1) Manufacturers of firestopping materials that are considered acceptable, provided they comply with the Contract Documents: A. 3M B. Dow Coming Corporation C. Hilti, Inc. D. STI-SpecSeal E. Legrand Cablofil EZ-Path 2) Firestopping Sleeve A. At masonry walls and floors: intermediate metallic conduit (IMC) or galvanized rigid conduit (GRC) sleeves. Provide bushings at each end of conduit sleeves to prevent sharp edges. 78 Project Noo BP-17034 B. At gypsum board drywall walls: intermediate metallic conduit (IMC), galvanized rigid conduit (GRC), or galvanized electrical metallic tubing (EMT) sleeves. Provide bushings at each end of conduit sleeves to prevent sharp edges. C. If the opening around the conduit exceeds Yi-inch from the conduit, provide fire-rated, firestopping sleeve assembly product instead of conduit sleeve. 1. Acceptable manufacturer: Legrand Cablofil EZ-Path ( or equal) 2. Model: EZD 22 or EZD 33, sized for number of cables required. 3. Size of conduit or fire-rated assembly to provide adequately-sized opening to meet the fill ratio of the Category 6A cable provided. q. Electrical Materials 1) Conduit A. Electrical metallic tubing (EMT) shall be galvanized. All couplings and connectors shall be watertight compression type. B. Flexible metal conduit (FMC) shall be hot dipped galvanized steel. Connections shall be screw-in type (JAKE). C. Sleeves for wall penetrations shall be coordinated with the type of wall constrnction type and firestopping requirements. 2) Boxes, Enclosures, and Cabinet A. One-piece galvanized pressed steel knockout type. Minimum 4" x 2 1/8" square for wall and 4" x 1 Yi deep for ceiling (NEMA OS 1). B. Cast boxes shall be threaded hub cast ferrous or aluminum boxes where permitted (NEMA FB 1, ferrous alloy, Type FD, with gasket cover). C. Cabinets: 1. NEMA 250, Type 1, galvanized-steel box with removable interior panel and removable front, finished inside and out with manufacturer's standard enamel. 2. Hinged door in front cover with flush latch and concealed hinge. 3. Key latch to match panelboards. 4. Metal barriers to separate wiring of different systems and voltage. 5. Accessory feet where required for freestanding equipment. 3) Conductors A. Provide new conductors manufactured within one year of date of delivery to job site. Deliver conductors to job site in their original unbroken packages or on their original cable reel. All conductor package or cable reel shall be marked and tagged with UL label, size voltage rating, insulation type, type pf stranding. Manufacturer's name and date manufactured. B. Conductors shall be soft drawn, minimum 98% conductivity stranded copper type THW, XHHW OR THWN I THHN 600 volt. Power conductors shall be No. 0 10 A WG and smaller shall be solid. C. Aluminum conductors are not acceptable. D. Connectors and lugs shall be plated copper alloy. Aluminum connectors and lugs are not acceptable. 2. Administration 79 Project No. BP-17034 a. Labels: Contractor shall furnish and install printed labels; handwritten labels are not acceptable; Lettering to be 3/16"-high, boldtype. Labels are to be made from self-adhesive backed labels, smear-resistant, and not easily removed. 1) AcceptableMan11fadurers:. Pa.rtduitor approveaequivale11t 2) Labels at the patch panelshall be self~adhesive type made tosecure to a metal surface. 3) Quantity: As required for a complete installation. 3. Misce1laije()US1iat~tials: All misceHa.11eouSIT1aterials) supports, a11dassociated hardware required for a complete installation qf the items listed above are the responsibility of the Contractor to furnish and install. a. Acceptable Manufacturers: Materials are to be of the same manufacturer, unless not available from themanufacturer. b. Qua1;1t~tr J\sr9quire,d for a complete instanation. 6. CONTRACTORCOl\lIPLETION CRITERIA A. Contractor's wdrk:sh.all be considered ccnnplete afte~ the following has been accomplished: 1. All it~ip~ listed •. intlleContractor's al)prove.dQuotatton,hayepeencompleted. 2. All ceiling.pan.els .are in place are in same qr petter~onditicm than as 9riginally found. 3. All labels a.re inpla.ce. ··. . . . . · 4. All construction debris and materials have been removed. 5. Conttactor 11as supported the cutover to 11ew capling infrastn1cture. 6. The CO has inspected all installations .and reviewed<proof of perfoTII1ance tests and accepted the installation:, 7. As-built and·spreadsheetdocl;lmentatiortofthelocation of all.equipment and access points. B. Milestones that are to be scheduled, as a minimum, are: 1. Instag .sJrtlC!Ur~d Ca~ling sj~tehl 2. Cablr testi11g; 3. Support c1itover 4. Remove e~isting; cabl~g; 5. Post.:. implementation documentation 6. Training C. Contractor / City Responsibility -It will be assumed that any task required for a complete and operational cable system not specifically stated to be the City's responsibility will be that of the Contractor. D. Changes. andDiscrepancies -Any minor change in the location of an access-point location, equipment, etc., from that initially indicated, if directed by the CO, prior to the installation of the location, shall be made without charge. A "minor change" is defined as one that does not add any degree of difficulty to the origin'1;1 installation requirement. E. Close-Out and Final Acceptance 1. The completed installation shall consist of a cable system constructed in strict accordance with the Contract Documents and specifications. Any labor, materials, and/or equipment which is not indicated in the Contract Documents or specifications herein, but is necessary and/or incidental to completing the entire installation, as shown, and intended, must be furnished and installed at no additional cost to the City. 2. At time of completion of the installation, Contractor shall request, in writing, to the CO for a walk through of the installation for preparing a final punch list of the work to be completed prior to the City's acceptance of the installation. Once the items on the final punch list have been corrected by 80 Project No. BP-17034 Contractor, Contractor shall submit another request to review the punch list items a11d acceptance of the installation. 3. Contractor is required to submit as-built computer-generated electronic record drawings and spreadsheet. 4. Prior to final acceptance and payment, Contractor shall provide the City with guarantee/warranty certificates (one-year Contractor Guarantee and 25-year manufacturer's warranty) and registration for this installation. F. Cleaning -Contractor shall, daily, at the completion of the work, remove and dispose of all mbbish, surplus materials, equipment, etc., and shall leave the site absolutely clean and in good order to the satisfaction of the City. G. Safety -Contractor is solely responsible for the safe passage of pedestrian traffic for the duration of the job. Any precautionary measures, necessary warning signs, etc., required to assist Contractor in the performance of the work shall be at Contractor's expense and provided for his/her quoted price. H. Use of Site 1. Use of the site shall be at the City's direction in matters in which the City deems it necessary to place restriction. 2. Access to building wherein the work is performed shall be as directed by the City. 3. Contractor shall schedule necessary shutdowns of City services with the CO and the City and obtain written permission from the City prior to shutdown of services. 4. Contractor shall proceed with the work without interfering with ordinary use of streets, aisles, passages, exits, and operations of the City. I. Continuity of Services 1. Contractor shall take no action that will interfere with or intem1pt, existing City services unless previous arrangements have been made with the CO. Contractor shall arrange the work to minimize shutdown time. 2. If City services are inadvertently interrupted, Contractor shall immediately furnish labor, including overtime, material, and equipment necessary for prompt restoration of interrupted service, at Contractor's sole cost and expense. 81 Project No. BP-17034 ATTACHMENT "A" -SCHEDULE OF NETWORK CLOSET REQUIREMENTS City Hall I 3 North (HR) IDF 64 16 .. Reroute these data City Hall 3 South IDF 58 0 58 ' ----------jacks to Server Room '·. City Hall 2 North IDF 64 16 80 Yes A 12MM Yes 220A City Hall 2 South IDF 68 14 82 Yes A I• 12MM Yes No City Hall Projector Room IDF 17 6 23 Yes B 12 MM Yes No Building Entrance City Hall I Service Group I IDF I Data Closet 50 I 10 I 60 I Yes I B I 12MM I Yes I 220A I Closet, receives fiber from Police Department City Hall Total I 417 Police Server Room MDF 113 28 141 No 12 MM Yes No Department Large roomwith multiple racks. Building entrance, Police I Telephone i 10F I 0 I 0 I 0 I No I I No I No I No I receives carrier feeds, Department Room fiber from City Hall and Dispatch, single mode fiber from Maintenance Yard Police Detective Data IDF 119 6 125 No I I Yes I Yes I 120A I use existing rack Department Closet Dispatch I I MDF I 37 I 6 I 43 I No I I No I Yes I No Center Police/Dispatch Total I 309 82 Project No. BP-17034 Maintenance Provide AP enclosure Yard, Bldg B Phone Room MDF 12 8 20 No --No Yes No for 4 access points in building B Maintenance Copier Room IDF 48 8 56 Yes A No Yes 220A Yard, Bldg A Maintenance Use existing cabinet. Provide AP enclosure Yard, Garage IDF 9 6 15 No --No Yes No for 2 access points in Garage garage Maintenance Radio Shop IDF 24 bb2 26 No No Yes No Use existing cabinet Yard, Bldg E -- Maintenance Yard Building Total 117 Provide AP enclosure Fire Station 1 I Fire Station1 I MDF I 13 I 6 I 19 I No I I No I Yes I No for access point in garage Provide AP enclosure Fire Station 2 I Fire Station 2 I MDF I 30 I 6 I 36 I No I I No I No I No I for access point in garage Provide AP enclosure Fire Station 3 I Fire Station 3 I MDF I 6 I 6 I 12 I Yes I I No I No I No I for access point in garage Fire Station 4 I Comc:~~~~~tion I MDF I I I I I I I I Provide fiber to 12 6 18 No 12MM No j Network Cabinet in office area Provide new location for network cabinet Fire Station 4 I Office I IDF I 12 I 0 I 12 I Yes I A I 12 MM I Yes I No I near office; Provide AP enclosure for access point in garage 83 Project No. BP-17034 Fire Station 5 I Comci~~~~~tion I MDF j 12 I 6 I 18 I No I I 12MM I Yes I No 1 , PfoViile''rlbEltto wirillg closet in Compressor Room,, -- Fire Station 5 I Compressor j 10F I I I I I I 12 MM I Yes I No 1 ProVid~J\Penclosure Room 12 0 12 Yes B foraccess point in garage Senior Storage Area MDF 12 8 20 Yes A 12MM Yes No I Providefiber to Annex Center closet Existing 6 62.5 micron Senior I Front Office j 10F I 12 I 4 I 16 I No I I No I Yes I No I multimode fiber, Center · existing slim profile cabinet Senior Annex IDF 18 4 22 No No Yes No Center Fire Station/Senior Center Total I 185 84 Project Noo BP-17034 EXHIBIT "B" -SCHEDULE OF PERFORMANCE BP-17034 STRUCTURED CABLING SYSTEM SECTION 1. BEGINNING OF WORK, TIME OF C01\1PLETION 1. Attention is directed to the provisions of Section 8-1.03 ("Beginning of Work"), Section 8-1.06 ("Time of Completion"), and Section 8-L07 ("Liquidated Damages"), of the State Specifications, and these Provisions. 2. The contractor shall order all necessary equipment and materials within 10 working days after the date in the Notice to Proceed for Procurement and provide the City with copies of invoices showing the delivery dates. 3. A Notice to Proceed for Construction will be issued a few weeks before deliver of major equipment. 4. The Contractor shall diligently prosecute the work to completion before the expiration of One Hundred Days (120) working days, as defined by Caltrans' 5-day working day calendar~ after the date in the Notice to Proceed with Construction. 5. The Contractor and its securities will pay the sum of five hundred dollars ($500.00) as liquidated damages for each working day of delay in the performance of the work in this agreement and as shown on the plans. 85 Project No. BP-17034 EXHIBIT "C" -SOLID WASTE REPORTING SOLID WASTE REPORTING Pursuant to the California Integrated Solid Waste Management Act of 1989, the City is required to report the amount of solid waste generate(\· within the City and the disposal of that waste with the ultimate required goal of being a reduction of at least 50% in the amount of solid waste being disposed in landfills. To permit the City to comply with this State law., the contractor is required to complete the Solid Waste Report form, a copy of\vhich is included in these special provisions. The report includes a summary of the solid waste generated by the project, a summary of solid waste disposed of at class III landfills and a summary of solid waste diverted form disposal through recycling and re-use. The contractor may use a self-generated report format that includes all of the information included on the City form. The report shaH b~. filed wit~ t~~ City after proj ectc~mpletion and pri~r to final payment. If the project time span ip.clude~ ~or~ t~~onscale~dar yec1r~ a separ~te report is re~u~ed for the solid waste in each calendar year. · A report for a calendar year that does not coincide with project completion shall be filed with the City on or before January 31st_ Supportin& dnsurn~11t~ tq ~~ .. ~t19n1:ittYd, )Yitp.th~:report sli~llinclude le~ibl~ copies of weigh tickets, receipts,. or .. invoices t1iat ~pec~ticany-id~9-tifytheJpg site)()sation that ge11~rated the waste materials. If materials. are taken to a location where weigh tickets, receipts~ or invoices are not available, the contractor shall provide the documentation on its own company letterhead. The contractor is encouraged to divert solid waste from disposal at landfills through recycling and re-use when possible while maintaining compliance with all other contract specifications and special provisions. 86 Project No. BP-17034 ................... ·············•············· .. . .......................................... _........ ................... . ................................................... . . 0 --····x .. > '""" .......... , •. "--,,········=-'•·-~-•=•~ _,YL-,•%U "''"" ,CITYQF WEST COVINA _,.•,·•·-"'""'•••-•·-w···-·=-···•·-•">""·•·-··•••·-··-·-·-w>···=·~·-·-·-"··•·•.w•.w•""'"·.w--·-····'•·•-w.,=-,,."4 i.9!!YJ::!?JTI1!!M2::.-......------------i-----+------+----""!-------i----l------------"""'l Material ASPHALT CONCRETE DIRT GREENWASlE METAL OlHER SEGREGATED MATERJALS(Oescribe) ROCKS WOOD MV<EO WASTE iVH1t:K CONS1RUCTION OR nct.u,i mriM WA~"f't:! TOTAL r· :---:YNAME: Name of FacUity/Site Where Disposal Aggregate Alter-native Taken landfill Tons Tons Tons 87 Rec1 rcled or Reused Engineer Compost ed Fifi Mulch Other Tons Tons Tons Tons l ProjectNo. BP-17034 Summary Sheet ' . Contractor's Constmction and Demolition Waste Diversion Reporting Form City Permit No: Please write the name of facilities (e.g., landfill or inertname) materials are taken to. Facility Name Total Tons Facility Name Total Tons Facility Name Total Tons To the bestof myknowledg;e,th~ above esti11J.~tes'are a:q accurate re11resentation of the disposition of the constructiol}>~d den;iolition !Ilaterials gene;ated 011-site at the constmctfonjob. I understand that the City may audit ciisposaland recycling docurnent:ition !'elated to this survey. Print Name Additional Notes/Comments: 88 DATE: TO: FROM: AGENDA ITEMNO. 14 AGENDA STAFF REPORT City of West Covina I Office of the City Manager May 16, 2017 Mayor and City Council Chris Freeland City Manager SUBJECT: APPLICATION FOR CALIFORNIA CLIMATE INVESTMENTS URBAN GREENING PROGRAM GRANT FUNDING RECOMMENDATION: It is recommended that the City Council adopt the following resolution: RESOLUTION NO. 2017-39 -A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF WEST COVINA, CALIFORNIA, APPROVING THE APPLICATION FOR GRANT FUNDS FOR CALIFORNIA CLIMATE INVESTMENTS URBAN GREENING PROGRAM BACKGROUND: Signed into law in 2006, Assembly Bill (AB) 32, also known as the California Global Warming Solutions Act of 2006 required a significant reduction of greenhouse gas (GHG) emissions to 1990 levels by 2020. AB 32 was the first program to take a comprehensive, long-term approach to addressing climate change to improve the environment and natural resources while maintaining a robust economy. Recently signed into law, Senate Bill (SB) 32 confirms the State's continued commitment to reducing GHG emissions by directing emissions reductions to meet a target of 40% below 1990 levels by 2030. Application for California Climate Investments Urban Greening Program Grant Funding Page 2 of 3 -May 16, 2017 Signed into law on September 14, 2016, SB 859 authorized the expenditure of $1.2 billion in Cap and Trade revenues, also known as the Greenhouse Gas Reduction Fund ( GGRF) for projects aimed at reducing GHG emissions. The California Natural Resources Agency was allocated $80 million to its Urban Greening Program specifically for green infrastructure projects that reduce GHG emissions and provide multiple benefits. DISCUSSION: City staff is pursuing $2 million in grant monies to fund the construction of proposed improvements as part of the Glendora Avenue Revitalization Project in the downtown area. The Glendora Avenue Revitalization Project will reconfigure Glendora Avenue between West Covina Parkway and Dalewood Street into a facility that blends transportation, pedestrian movement, recreation and adjacent retail business activities within a shared use facility. The proposed improvements include the following: • "Great Lawn" area to accommodate community events, recreational activities, leisure, entertainment and outdoor space • Landscaped medians serving pedestrian access, recreational purposes and retail opportunities, to accommodate recurring City and vendor-sponsored events • Drought tolerant planting and water-wise irrigation improvements • Travel lanes to accommodate transit and emergency vehicles • On-street "shared bike lanes" and diagonal and parallel parking • National Pollutant Discharge Elimination System (NPDES) and water quality best management practices (BMPs) such as detention basins, bioswales, etc. • Low voltage (LED) thematic pedestrian and vehicular safety lighting • Streetscape thematic elements, including opportunities for City or vendor sponsored art, street furniture, branding signage, colored pavers, etc. • Entry monument feature at the south end of the project • Americans with Disabilities Act (ADA) compliant access ramps, walkways, etc. • City shuttle and Foothill Transit bus stops • Mid-block pedestrian crossings and other traffic calming features The project is eligible for this grant funding for the following reasons: 1. Enhancement and expansion of neighborhood parks 2. Construction of bicycle paths and pedestrian facilities 3. Planting trees 4. Promoting "Green Streets" concept 5. Reduce air and water pollution 6. Reduce consumption of natural resources and energy 7. The project location lies within close proximity to disadvantaged communities The City may be awarded the full amount or a portion of it. This grant does not require any local matching funds. Application for California Climate Investments Urban Greening Program Grant Funding Page 3 of3-May 16, 2017 OPTIONS: The City Council has the following options: 1. Adopt staffs recommendation to apply for the Urban Greening Program grant funding; 2. Not apply for the Urban Greening Program grant funding at this time; or 3. Provide alternate direction. FISCAL IMP ACT: The total estimated construction cost of the Glendora Avenue Reconfiguration Project is $8.8 million. If successful, the grant monies will be applied towards the total construction cost. Prepared by: Delfino "Chino" C sunji, P .E. Public Works Di e or/City Engineer ATTACHMENT: Attachment No. 1 Resolution No. 2017-39 ~~ Christa Buhagiar Finance Director ATTACHMENT NO. 1 RESOLUTION NO. 2017-39 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF WEST COVINA, CALIFORNIA, APPROVING THE APPLICATION FOR GRANT FUNDS FOR CALIFORNIA CLIMATE INVESTMENTS URBAN GREENING PROGRAM WHEREAS, the Legislature and Governor of the State of California have provided funds for the pro gram shown above; and WHEREAS, the California Natural Resources Agency has been delegated the responsibility for the administration of this grant program, establishing necessary procedures; and WHEREAS, said procedures established by the California Natural Resources Agency require a resolution certifying the approval of application(s) by the City Council of the City of West Covina before submission of said application to the State; and WHEREAS, the City of West Covina, if selected, will enter into an agreement with the State of California to carry out the Project. NOW, THEREFORE, BE IT RESOLVED that the City Council of the City of West Covina 1. Approves the filing of an application for the Glendora Avenue Revitalization Project; 2. Certifies that applicant understands the assurances and certification in the application, and 3. Certifies that applicant or title holder will have sufficient funds to operate and maintain the project consistent with the land tenure requirements; or will secure the resources to do so, and 4. Certifies that it will comply with the provisions of Section 1771.5 of the State Labor Code, and 5. If applicable, certifies that the project will comply with any laws and regulations including, but not limited to, legal requirements for building codes, health and safety codes, disabled access laws, environmental laws and, that prior to commencement of construction, all applicable permits will have been obtained, and 6. Certifies that applicant will work towards the Governor's State Planning Priorities intended to promote equity, strengthen the economy, protect the environment, and promote public health and safety as included in Government Code Section 65041.1, and 7. Appoints the City Manager, or designee, as agent to conduct all negotiations, execute and submit all documents including, but not limited to applications, agreements, payment requests and so on, which may be necessary for the completion of the aforementioned project. PASSED, APPROVED AND ADOPTED this 16th day of May 2017. Mayor Corey Warshaw ATTESTED: City Clerk Nickolas S. Lewis I NICKOLAS S. LEWIS HEREBY CERTIFY that the foregoing resolution was duly adopted by the City Council of the City of West Covina, California, at a regular meeting thereof held on the 16th day of May 2017, by the following vote of the Council: AYES: NOES: ABSENT: APPROVED AS TO FORM: Kimberly Hall Barlow City Attorney City Clerk Nickolas S. Lewis AGENDA ITEMNO. 15 AGENDA STAFF REPORT City of West Covina I Office of the City Manager DATE: May 16, 2017 TO: Mayor and City Council FROM: Chris Freeland City Manager SUBJECT: PURCHASE ORDERS FOR ROOFING AND FLOORING IMPROVEMENTS AT FIRE STATION 3 RECOMMENDATION: It is recommended that the City Council take the following actions: 1) Authorize staff to issue a purchase order to United Riggers and Erectors in the amount of $34,704 for roof repairs at Fire Station 3; 2) Authorize staff to issue a purchase order to Straight Arrow Flooring and Remodeling, Inc. in the amount of $4,000 to replace carpet at Fire Station 3; and 3) Adopt the following resolution: RESOLUTION NO. 2017-35 -A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF WEST COVINA, CALIFORNIA, ADOPTING A BUDGET AMENDMENT FOR THE FISCAL YEAR COMMENCING JULY 1, 2016, AND ENDING JUNE 30, 2017 (Roofing and Flooring Improvement at Fire Station 3) BACKGROUND: Fire Station 3 was constructed in 1963 and shares the site with the former Fire Administration facility, which was originally constructed for use as a library. The existing roof over the apparatus bay does not drain adequately and has experienced severe leaking issues over the past 10 years. The roof leaks have led to deterioration of the ceiling, causing large chunks of plaster to fall onto and between the engine and paramedic unit. In addition, the wet floor in the apparatus bay area has posed slip and fall hazards during the rainy season. Finally, light fixtures have filled with water, creating safety issues with the building's wiring and electrical systems. Purchase Orders for Roofing and Flooring Improvements at Fire Station 3 Page 2 of 3 -May 16, 2017 The existing carpeting in the living quarters of Fire Station 3 has been worn down to the point where further extractions and cleanings are no longer beneficial, deterioration of carpet backing material is creating an unsanitary environment, and the uneven surface may pose a potential for trip and fall accidents. DISCUSSION: The apparatus bay roof repairs include preparation and cleaning of roof substrate, preparation of roof drains for new roof membrane, installing a 60-millimeter felt back membrane set in adhesive, fabricating a Samaclad flashing to the outside edge, wrapping the Samafil to tie into the Samacle edge material, removing existing lath and plaster at damaged areas and replastering the ceiling after the new roof is installed. Flooring repairs include removal of all existing flooring material, and glue down installation of 20-oz Broadloom carpet, luxury vinyl trim and covebase. In accordance with Section 22032 of the California Uniform Public Construction Cost Accounting Act, projects below $45,000 may be completed by the City's workforce, negotiated contract, or purchase order. In an effort to get competitive bids, staff obtained bids for the repair of the roof covering the apparatus bay and replacement of flooring material at Fire Station 3. The bids for the roof repairs were as follows: United Riggers & Erectors Walnut, CA $34,704 Bligh Pacific Roofing Santa Fe Springs, CA $36,618 Letner Roofing Orange, CA $39,055 The bids for replacement of carpet were as follows: Straight Arrow Flooring and Remodeling, Inc. Covina, CA $4,000 Wonder Carpet & Flooring Covina, CA $ 4,201 Westland Carpet One Floor & Home Covina, CA $8,000 Carpet District, Inc. West Covina, CA $ 9,856 United Rigger & Erectors submitted the lowest bid forroofrepairs in the amount of$34,704. Staff is recommending that the City Council approve a purchase order to United Riggers & Erectors for this work Straight Arrow Flooring and Remodeling, Inc. submitted the lowest bid for the carpet replacement in the amount of $4,000. They have completed similar projects for the City of West Covina. Staff is recommending that the City Council approve a purchase order in the amount of $4,000 for this work. Purchase Orders for Roofing and Flooring Improvements at Fire Station 3 Page 3 of 3 -May 16, 2017 OPTIONS: The City Council has the following options: 1) Adopt staffs recommendation to approve purchase orders to United Riggers and Erectors and Straight Arrow Flooring & Remodeling, Inc.; 2) Reject all proposals received and initiate a formal bid process; 3) Reject all proposals and not perform work at this time. This is not recommended as the damaged roof and existing carpet present safety concerns; or 4) Provide alternative direction. FISCAL IMPACT: The total estimated cost for this project is as follows: Contract for Roof Repairs $34,704 Contract for Carpet Replacement 4,000 Contingencies 4,010 Total $42,714 Funding will come from the following source: There are sufficient funds available in the Capital Projects Fund balance to cover the cost of these repairs. Prepared by: .Micah Martfn Public Works Superintendent ATTACHMENT: Attachment No. 1 -Resolution No. 2017-35 Reviewed and Approved by: Christa Buhagiar Finance Director ATTACHMENT NO. 1 RESOLUTION NO. 2017-35 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF WEST COVINA, CALIFORNIA, ADOPTING A BUDGET AMENDMENT FOR THE FISCAL YEAR COMMENCING JULY 1, 2016, AND ENDING JUNE 30, 2017 (Roofing and Flooring Improvement at Fire Station 3) WHEREAS, the City Manager, on or about June 21, 2016, submitted to the City Council a proposed budget for the appropriation and expenditure of funds for the City for West Covina for Fiscal Year 2016-1 7; and WHEREAS, following duly given notice and prior to budget adoption, the City Council held a public meeting on June 21, 2016 and July 5, 2016, receiving, considering and evaluating all comments, and adopted a budget for the fiscal year commencing July 1, 2016 and ending July 30, 2017;and WHEREAS, amendments must periodically be made to the budget to conform to changed circumstances following adoption of the budget. NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF WEST COVINA, CALIFORNIA DOES RESOLVE AS FOLLOWS: SECTION 1. Budget Adjustment No. 126 is hereby approved as reflected on Exhibit No. 1, attached hereto. SECTION 2. The City Clerk shall certify to the adoption of this Resolution. PASSED, APPROVED, AND ADOPTED this 16th day of May, 2017. APPROVED AS TO FORM Kimberly Hall Barlow City Attorney Corey Warshaw Mayor ATTEST Nickolas S. Lewis City Clerk I, HEREBY CERTIFY that the foregoing resolution was duly adopted by the City Council of the City of West Covina, California, at a regular meeting thereof on the 16th day of May, 2017 by the following vote of the City Council: AYES: NOES: ABSENT: ABSTAIN: Nickolas S. Lewis City Clerk Date: Requested by: Dept/Div: EXPENDITURES Account Number 17051.161. 7500 (161.80. 7001. 7500) REVENUES Account Number CITY OF WEST COVINA BUDGET AMENDMENT 5/16/2017 Chino Consunji Public Works Dept/Account Description Fire Station #3 Roof and Flooring Account Description REASON/JUSTIFICATION (Please be specific) Exhibit No. 1 BA# 126 Posted By: Date Posted: Fiscal Year: 2016-17 -------------Amount: $42,714 Description: Fire Station #3 Project #BP-17051 Proposed Current Budget Amendment Amended Budget -42,714.00 42,714.00 - - - - - - - - - - - - - - - - - - - Proposed Current Budget Amendment Amended Budget - - - - - To appropriate expenditures in the amount of $42,714 to Project #BP-17051, to pay for roof repairs and flooring at Fire Station #3. APPROVALS City Council Approval Date (if required, attach minutes): _ ___.5/_1_6.,_/2_0_1_7 __ o Approval Not Required Dept Head Approval: _s_e_e _a_tt_a_ch_e_d _______ _ Finance Director: Funds Available? City Manager: (if over $100,000) o Yes oNo see attached Date: ------ Date: ------ Date: ------ o Ap roved o Denied AGENDA ITEMNO. 16 AGENDA STAFF REPORT City of West Covina I Office of the City Manager DATE: May 16, 2017 TO: FROM: Mayor and City Council Chris Freeland City Manager SUBJECT: CITYWIDE LIGHTING AND MAINTENANCE DISTRICT BALLOT RECOMMENDATION: It is recommended that the City Council/Successor Agency Board take the following actions: 1. That the West Covina City Council cast all 41,518 votes from the City of West Covina in support of the Citywide Lighting and Maintenance District Assessment increases; and 2. That the West Covina City Council, acting in its capacity as the Successor Agency to the West Covina Redevelopment Agency, cast all 3,464 votes from the Successor Agency to the West Covina Redevelopment Agency in support of the Citywide Lighting and Maintenance District Assessment increases. BACKGROUND: The Citywide Lighting and Maintenance District (Citywide District) was established in 1976. As the name implies, this district encompasses the entire City. Prior to Fiscal Year 1997-1998, the Citywide District funded a variety of public improvements and services which included: street tree maintenance, median maintenance, park maintenance, area lighting maintenance, traffic signal maintenance, traffic engineering, and street lighting engineering. Since the passage of Proposition 218 in November 1996, and the subsequent property owner approval in July 1997, the Citywide District assessment currently funds only those services that have been designated as a "Special Benefit", which is the maintenance of most of the street lights and street trees within the City. The Citywide District funds the operation and maintenance of assessable (special benefit) street trees and street lighting. These funds are used for the operations and maintenance of street lights, trimming of street trees, and removal and replacement of diseased street trees. Citywide Lighting and Maintenance District Ballot Page 2 of3 -May 16, 2017 DISCUSSION: The 1972 Act specifies the procedures for annual renewals of maintenance districts. The first step in the process is the adoption of a resolution ordering the "Engineer's Report" for each district. The Engineer's Report, prepared by Willdan Financial Services, includes plans and specifications for improvements, estimated costs, an assessment diagram, and assessment spread for the estimated costs, which are filed with the Office of the City Cleric Reports are ordered in accordance with Division 15, Article 4, Chapter 1, Part 2 of the California Streets and Highways Code. Since the assessments for the Citywide Lighting and Maintenance District were approved in a mailed ballot election in July 1997, in accordance with Proposition 218, the renewal for the district can be completed in accordance with the requirements of the Landscaping and Lighting Act of 1972, provided the assessment rates and/or the assessment methodology do hot change. The 1997 ballot election included a provision for annual rate increases not exceeding the annual Consumer Price Index (CPI) or whichever is less. At the April 18, 2017, City Council meeting, the City Council approved a proposed rate increase of 12%. In order to raise the rates of the Citywide Lighting and Maintenance, the City of West Covina is required to conduct a Proposition 218 Hearing, which is scheduled for June 6, 2017. The City of West Covina and the Successor Agency to the West Covina Redevelopment Agency both own property in the community and are assessed an annual assessment by the Citywide Lighting and Maintenance District. As such, both entities may cast votes in support or opposition to the assessment increases. • City of West Covina Ballot • Successor Agency to the West Covina Redevelopment Agency 41,518 Votes 3,464 Votes City staff is recommending the City Council casts both ballots in support of the Citywide Lighting and Maintenance District Assessment increases. The ballots for both agencies is similar to the sample City of West Covina ballot (Attachment No. I). OPTIONS: The City Council has the following options: 1. Adopt staffs recommendation; 2. Cast the City of West Covina and the Successor Agency to the West Covina Redevelopment Agency's ballots in opposition of the Citywide Lighting and Maintenance District Assessment increases; or 3. Do not cast one or either ballots in support or opposition to the Citywide Lighting and Maintenance District Assessment increases. Citywide Lighting and Maintenance District Ballot Page 3 of3 -May 16, 2017 FISCAL IMPACT: Since the City of West Covina is not exempt from assessments for this district, the City's total assessment for Fiscal Year 2017-2018 is estimated at $41,518. The City pays this assessment using General Funds within the non-departmental operating budget. The Successor Agency is also required to pay an annual assessment, estimated at $3,464 for Fiscal Year 2017-2018, which is paid through the Recognized Obligation Payment Schedule (ROPS) funds. Prepared by: Chris Freeland City Manager ATTACHMENT: Attachment No. 1-City and Successor Agency Proposition 218 Ballots ATTACHMENT No. 1 OFFICIAL ASSESSMENT BALLOT West Covina Citywide Lighting and Maintenance District This Ballot is for the property designated as Assessor's Parcel Numbers; 8740-020-900,8743-025-902,8732-018- 900 ,8731-004-900,8277-030a900,8277-037-900,8731-014-900,8441-027-905,8743-016-901,847 4-007-933,8458-020- 903,847 4-007-932,8731-024-900,8731-024-901,8732-015-904,8732-015-906,8733-013-901,8735-001-933,87 43-018- 903,8733-006-900,87 43-026-903,87 43-018-902,87 43-017-904,87 43-018-901,87 43-026-904,8733-003-900,87 43-017- 903,8733-007-900,8468-016-910,8468-017-903,8469-012-903,87 43-016-900,8458-003-900 ,847 4-003-918,847 4-003- 940,847 4-007-928,84 7 4-007 -929,847 4-007-931,847 4-007-935,8733-012-902,8476-009-909 ,87 43-026-900,8476-011- 909 ,8476-012-904,8474-011-942,84 79-022-900 ,8479-022-901 ,84 79-022-902 ,84 79-022-903,8479-022-904,8480-016- 908,8486-008-903 ,8474-011-943,8488-017-902,8493-003-911,8724-005-900,8724-013-900,8724-013-901,8731-013- 900, 84 7 4-007 -939,8730-001-900, 8730-003-901 ,8730-003-902,8730-006-902, 8730-006-905,8730-006-906,8730-007 - 900,8730-007-903,8730-008-900,8730-009-900,8730-010-900,8730-011-901,8730-011-902,8730-013-900,8730-013- 901,8730-013-902,8730-013-903,8730-015-900,8730-015-901,8730-015-902,8730-017-900,8730-017-901,8730-018- 901,8730-018-904,8731-001-900,8731-001-902,8731-005-900,8731-006-900,8731-006-901,8731-010-900,8731-010- 901,8731-011-900,8731-012-900,8731-014-901,8731-015-900 ,8731-016-900,8731-016-901,8731-017-900,8731-017- 902,8731-017-903,8731-017-904,8731-017-905,8731-017-906,8731-018-900,8731-018-901,8731-019-900,8731-019- 901,8731-019-902,8731-020-900,8731-020-901,8731-021-900,8731-022-900,8731 22-901,8731-023-900,8732-003- 900, 8732-003-901 ,8732-004-900,8732-004-901 ,8732-014-900,8732-016-900,87 020-900 ,8732-021-900 ,8732-021- 901,8 732-021-902 ,8732-021-903,8732-021-904,8732-021-905,8733-001-900 01,8733-002-900,8733-002- 901,8733-005-901,8733-009-900,8733-009-901,8733-011-900,8733-012-904, -905 733-013-900,8733-016- 900,8733-016-901,8733-016-902,8733-016-903,8733-016-904,8733-019-900,8 20-9 , 474-007-934,8468-016- 904,847 4-001-906,8735-022-900,8735-023-900 ,8735-025-901,87 43-5-900,87 4 2,87 43-020-900,87 43-023- 902,8735-014-902,8482-021-900,87 43-028-901,87 43-028-902,8735-04,87 43-0 -900 ,8735-024-902,8733-005- 900,8482-038-900,8735-025-902,8735-024-901,8482-034-901, ,84 38-901,8743-022-900,8277-036- 900,8277-037-901,87 43-020-901,8743-021-901,8482-035-90 -9 -036-901,8731-002-900,8743-025- 901,8482-038-903,8277-040-901,8277-036-902,8277-040-9 -900, 82-038-902 CITY OF WEST COVINA 1444 W GARVEY AVES WEST COVINA, CA 91790 This is your official property owner assessment ball of West Covina Citywide Lighting and Main with the maintenance of landscape improve n fully in the Engineer's Report, which is on file ·1 the proposed increased assessment for properties in the City ("District") to fund the ongoing special benefit expenses associated ights as outlined in the accompanying Notice and described more Clerk. To complete your ballot, mark "NO" below, sign and date the -mark in the voting square next to the word "YES" or next to the word this ballot, return it to the City Clerk of the City of West Covina no The following is the Assessment R the entire ballot to the City Clerk. If you wrongly mark, tear, or deface with request for a replacement ballot. All ballots must be received by the City te n the close of testimony at the public hearing scheduled for June 6, 2017. mmary: Benefit Category Basic Local Lighting Lighting Zone A Lighting Zone B Street Tree Benefit Your parcels' Benefit Zone: A, B, and Basic Current Rate per Benefit Unit $11.94 $36.29 $57.44 $16.47 Your parcels' lighting maximum balloted assessment amount: $35,034.57' Your parcels' Street Tree Benefit maximum balloted assessment amount: $6,484.28 Your parcel's balloted Total Assessment Amount: $41,518.85 Proposed New Rate per Benefit Unit $13.12 $39.85 $63.07 $18.07 *Parcels are assigned a number of Benefit Units depending on the parcel land use and size. Single Family Residential parcels are assigned 3 Lighting Benefit Units and 1 Tree Benefit Unit. Condos and multi-family parcels (first 4 units) are assigned 2.25 Lighting Benefit Units and 0.75 Tree Benefit Units per unit. Commercial/Industrial parcels are assigned 20 Lighting Benefit Units and 5 Tree Benefit Units per Acre for the first 5 acres. other examples are described more fully in the Engineer's Report. This is an annual assessment that is collected as part of your County property tax bill. The amount assessed each fiscal year shall be based on the net expenses of the applicable Zone in the District, but the assessments may not exceed the Proposed New Rate per Benefit Unit shown above plus the annual inflation adjustment without the approval of the property owners. Continued on the Back D D YES -IN FAVOR OF THE INCREASED ASSESSMENT proposed for the District and the assessment for my property shown above including the annual inflation adjustment applicable to future assessments based on the percentage change in the Consumer Price Index (CPI), not to exceed 2%. NO -OPPOSED TO THE INCREASED ASSESSMENT proposed for the District and the assessment for my property shown above including the annual inflation adjustment applicable to future assessments based on the percentage change in the Consumer Price Index (CPI), not to exceed 2%. 111111111111111111111111111111111111111111111111111111111111 IIIIIIIIIIIIIIIII IIIII IIIIIIIIIIIIIIIIIIII IIIII IIIIIIIII IIII I hereby declare, under penalty of perjury, that I am the record owner of the property (Assessor's Parcel Number) identified on this ballot or I am the authorized representative of that record owner. Signed Date _________ _ INFORMATION ABOUT YOUR ASSESSMENT BALLOT AND INSTRUCTIONS FOR COMPLETION AND DELIVERY OF A SSMENT BALLOT WEST COVINA CITYWIDE LIGHTING AND MAINTENAN To Cast Your Ballot: Prior to the public hearing, completed ballots 1444 W. Garvey Ave. S, West Covina, California; or mailed to the · has been provided for your convenience that is addressed to th delivered to the City Clerk located at ress indicated below. A return envelope also personally present completed ballots to the City Clerk at the public hearing on June 6, 2017. If yo delivery. The City Clerk must receive all ballots no later June 6, 2017. If you damage or misplace your ballot, a r City of West Covina as indicated on the Notice accompan r bal y mail, please be sure to allow time for mail f the public testimony portion of the public hearing on llot can be obtained by contacting Miguel Hernandez, t. All submitted ballots must be clearly marked to c er "Yes -In Favor of the increased assessment" or "No -Opposed to the increased assessmen sign · ot rwise the ballot will be rejected and not counted. To ensure the privacy of your ballot prior to the tabulati re your ballot in the envelope provided, or in a sealed envelope that indicates that a ballot is enclosed by noting f the envelope "Assessment Ballot, Do Not Open Until After Public Hearing on June 6, 2017". A ballot previously submitted ma t any time prior to the close of the public hearing by request to the City Clerk by the person( s) that signed the submitted llot. An assessment ballot may be changed at any time prior to the end of the public hearing by requesting a withdra he previous ballot and requesting a replacement ballot. Only the person(s) signing the ballot may make such a request. The replacement ballot must be received by the City Clerk prior to the deadline set forth herein. If you have questions: Should you have any questions prior to the public hearing, you may call Miguel Hernandez, City of West Covina, (626) 939-8425 during regular business hours. City Clerk 1444 W. Garvey Ave. S West Covina, CA 91790 How to cast your ballot: @ 1. Check Yes or No ..s 2. Sign and date it Completed ballots MUST be received by the City Clerk no later than the close of the public testimony portion of the public hearing which is scheduled to begin on Tuesday, June 6, 2017 at 7:00 p.m., in the City Council Chambers at City Hall, located at 1444 West Garvey Avenue South, West Covina, California ~ 3. Return to the City Clerk on or before the Public Hearing on, June 6, 2017 in accordance with the deadlines referenced above AGENDA STAFF REPORT City of West Covina | Office of the City Manager DATE: May 16, 2017 TO: Mayor and City Council FROM: Chris Freeland City Manager SUBJECT: ORDINANCE NO. 2318 AMENDING SECTIONS 2-50 AND 2-51 REGARDING RULES OF DECORUM RECOMMENDATION: It is recommended that the City Council introduce, waive further and give first reading to the following ordinance: ORDINANCE NO. 2318 – AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF WEST COVINA, CALIFORNIA, AMENDING WEST COVINA MUNICIPAL CODE SECTIONS 2-50 (“DECORUM-REQUIRED”) AND 2-51 (“SAME-ENFORCEMENT OF DECORUM) OF CHAPTER 2 (“ADMINISTRATION”), ARTICLE II (“CITY COUNCIL”), DIVISION 2 (“MEETINGS AND RULES OF PROCEDURE”) BACKGROUND: Several years ago, the City Council enacted municipal code provisions regarding the conduct of City Council Meetings. In the regular course of business, the City Attorneys’ Office is charged with ensuring that the City’s codes are updated to conform to current law. DISCUSSION: The current Rules of Decorum contained in Section 2-50 of the City’s Municipal Code include some provisions which recent case law has determined are unconstitutional as impacting speech rather than conduct and having the potential to be viewed as or applied as content based regulation. Under current case law, the City Council Chambers are considered a designated or limited public forum that is open for expressive activity (within bounds) by part or all of the public. Content AGENDA ITEM NO. 17 Ordinance Amending Rules of Decorum Page 2 of 2 – May 16, 2017 based Rules of Decorum that attempt to restrain or abridge speech in a designated or limited public forum is examined by the courts under a strict scrutiny standard and will only be upheld if they serve a compelling state interest. The courts have upheld content neutral rules addressing conduct at City Council Meetings, so long as they clearly prohibit behavior that actually disrupts, disturbs or otherwise impedes the orderly conduct of the meeting. While the City’s current rules have been enforced consistent with these constitutional restraints, it is recommended that the Municipal Code be revised to avoid any claim that the rules are invalid on their face. OPTIONS: The City Council has the following options: 1) Adopt staff’s recommendation; 2) Provide alternative direction. Prepared by: __Approved Via Email__________ Kimberly Hall Barlow City Attorney ATTACHMENT: Attachment No. 1 – Draft Ordinance No. 2318 that includes the track changes showing language revisions to Municipal Code     ORDINANCE NO. 2318 AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF WEST COVINA, CALIFORNIA, AMENDING WEST COVINA MUNICIPAL CODE SECTIONS 2-50 (“DECORUM-REQUIRED”) AND 2-51 (“SAME- ENFORCEMENT OF DECORUM) OF CHAPTER 2 (“ADMINISTRATION”), ARTICLE II (“CITY COUNCIL”), DIVISION 2 (“MEETINGS AND RULES OF PROCEDURE”). WHEREAS, the First Amendment of the United States Constitution and Article 1 Section 2 of the California Constitution gives every person the right to freely express his or her views without governmental restraint or abridgement of speech; WHEREAS, the free speech privileges granted under the U.S. and California Constitutions must be balanced with conduct and comments from the general public which disrupt, disturb or impede the orderly conduct of the Council meeting (“Rules of Decorum”); WHEREAS, California Government Code Section 36813 authorizes the City Council to establish rules for the conduct of its proceedings; WHEREAS, the city council chambers are considered a designated or limited public forum that is open for expressive activity by part or all of the public (White v. City of Norwalk, (9th Cir. 1990) 900 F.2d 1421, 1425); WHEREAS, any content based Rules of Decorum that attempt to restrain or abridge speech in a designated or limited public forum is examined by the courts under a strict scrutiny standard and shall only be upheld if they serve a compelling state interest; WHEREAS, notwithstanding the foregoing, content neutral Rules of Decorum, intended to prohibit behavior that actually disrupts, disturbs or otherwise impedes the orderly conduct of the meeting will be upheld (Id.; Acosta v. City of Costa Mesa, (9th Cir. 2013) 718 F.3d 800, 815; Richard v. City of Pasadena, (C.D. Cal 1995) 889 F. Supp. 384); WHEREAS, moreover, city council meeting Rules of Decorum may also regulate a speaker who is speaking too long, being unduly repetitious, or extending discussion of irrelevancies, if they actually disturb or impede a meeting (Norse v. City of Santa Cruz,( 9th Cir. 2010) 629 F. 3d 966, 976; City of Norwalk, (9th Cir. 1990) 900 F.2d 1421, 1424); and WHEREAS, it is the intent and desire of the City Council to conduct its business in an orderly and fair manner and, as a result, the City Council finds that it is necessary to establish Rules of Decorum in order to accomplish these goals.     NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF WEST COVINA, CALIFORNIA, DOES HEREBY ORDAIN AS FOLLOWS: SECTION 1: Section 2-50 entitled “Decorum-Required” is amended to read as follows: Sec. 2-50. - Decorum—Required. (a) While the council is in session, the members mustshall preserve order and decorum, and a member shall neither, by conversation or otherwise, delay or disrupt the proceedings or the peace of the council nor interrupt any member while speaking or refuse to obey the orders of the council or its presiding officer, except as otherwise herein provided. (b) Members of the public shall not willfully disrupt the meeting or act in a manner that actually impairs the orderly conduct of the meeting. For the purposes of this code, “willfully disrupt" includes, but is not limited to, continuing to do any of the following after being warned by the Mayor that continuing to do so will be a violation of law: a. Addressing the Mayor and City Council without first being recognized. b. Persisting in addressing a subject or subjects, other than that before the Mayor and City Council. c. Repetitiously addressing the same subject. d. Failing to relinquish the podium when directed to do so. e. From the audience, interrupting or attempting to interrupt, a speaker, the Mayor, a council member, or a staff member or shouting or attempting to shout over a speaker, the Mayor, a council member or a staff member. f. As a speaker, interrupting or attempting to interrupt the Mayor, a council member, or a staff member, or shouting over or attempting to shout over the Mayor, a council member, or a staff member. Nothing in this section or any rules of the council shall be construed to prohibit public criticism of the policies, procedures, programs, or services of the City or of the acts or omissions of the City Council. It shall be unlawful to violate the provisions of this Section. If any subsection, sentence, clause, or phrase or word of this Section 2-50 is for any reason held to be invalid or unconstitutional, such decision shall not affect the validity of the remaining portions of this Section. The City Council hereby declares that it would have passed this section and each subsection, sentence, clause and phrase thereof, irrespective of the fact that any one or more subsections, sentences, clauses, phrases or words had been declared invalid or unconstitutional. Any person making personal, impertinent or slanderous remarks or who shall become boisterous while addressing the council shall be forthwith, by the presiding officer, barred from further audience before the council, unless permission to continue be granted by a majority vote of the council.     SECTION 2: Section 2-51 entitled “Same-Enforcement of decorum” is amended to read as follows: Sec. 2-51. - Same—Enforcement of decorum. The chief of police or any member or members of the police department or other members of the city staff may be designated by the council to be sergeant-at-arms when, in the opinion of the presiding officer, the services of a sergeant-at-arms is necessary, and the sergeant-at-arms shall carry out all orders and instructions given by the presiding officer for the purpose of maintaining order and decorum in accordance with Section 2-50 at the council meeting. SECTION 3: The City Council hereby finds that it can be seen with certainty that there is no possibility the adoption and implementation of this ordinance may have a significant effect on the environment. The ordinance is therefore exempt from the environmental review requirements of the California Environmental Quality Act pursuant to Section 15061(b) (3) of Title 14 of the California Code of Regulations. SECTION 4: Severability. If any section, subsection, subdivision, paragraph, sentence, clause or phrase of this ordinance, or its application to any person or circumstance, is for any reason held to be invalid or unenforceable, such invalidity or unenforceability shall not affect the validity or enforceability of the remaining sections, subsections, subdivisions, paragraphs, sentences, clauses or phrases of this ordinance, or its application to any other person or circumstance. The City Council declares that it would have adopted each section, subsection, subdivision, paragraph, sentence, clause or phrase hereof, irrespective of the fact that anyone or more other sections, subsections, subdivisions, paragraphs, sentences, clauses or phrases hereof be declared invalid or unenforceable. SECTION 5: This ordinance shall take effect thirty (30) days after its final passage and within fifteen (15) days after its passage, the City Clerk of the City of West Covina shall certify to the passage and adoption of this ordinance and to its approval by the Mayor and City Council and shall cause the same to be published in a newspaper in the manner required by law. PASSED, APPROVED AND ADOPTED on this ___ day of ____, 2017.    _______________________________   Corey Warshaw, Mayor   ATTEST: CITY CLERK     I, _________________________, CITY CLERK of the City of West Covina, California, do hereby certify that the foregoing Ordinance was regularly introduced and placed upon its first reading at a regular meeting of the City Council on the ____th day of ______________, 2017. That thereafter said Ordinance was duly adopted and passed at a regular meeting of the City Council on the ___ day of _________, 2017, by the following vote: AYES: NOES: ABSENT: ABSTAIN: _______________________________ City Clerk APPROVED AS TO FORM: Kimberly Hall Barlow City Attorney AGENDA STAFF REPORT City of West Covina | Office of the City Manager DATE: May 16, 2017 TO: Mayor and City Council FROM: Chris Freeland City Manager SUBJECT: APPOINTMENT OF AUDIT COMMITTEE MEMBERS RECOMMENDATION: It is recommended that the City Council appoint one Councilmember and one community member to the City’s Audit Committee to serve a two year term. BACKGROUND: On October 6, 2015, the City Council adopted Resolution No. 2015-73 (Attachment No. 1) that established the procedures, rules and regulations for the formation of an Audit Committee. On May 17, 2016, the City Council approved Resolution No. 2016-40 (Attachment No. 2) to remove the City Manager and Finance Director from the Audit Committee since they prepare the reports that are presented to the Audit Committee. As a result, the current Committee Members include two City Council Members, the City Treasurer, and two community members. DISCUSSION: At the April 5, 2016, City Council meeting, Mayor Pro Tem Mike Spence and community member Darrell Myrick were both appointed for a one year term. Staff prepared a vacancy notice and on March 20, 2017, the first Notice of Vacancies on the Audit Committee was published in the San Gabriel Valley Tribune, with a second running date of March 22, 2017. Two applications were received. In order to further reach out to the community and provide ample time to apply, the deadline was extended to April 24, 2017. The notice was posted at all public counters, the City’s website, advertised on social media, and emailed to 70 subscribers through the City’s E-notifications system for Commission vacancies. The notice was also shared with the Greater West Covina Business Association, and the Community Service Groups. A total of eight (8) AGENDA ITEM NO. 18 Appointment of Audit Committee Members Page 2 of 2 — May 16, 2017 applications were received, but only six (6) met the required qualifications. The applications for the following were submitted to the City Council for review for the community member seat. Doran Barnes Gloria Gandara Ashneel Chand Claudia Hernandez Amanda Frederickson Darrell Myrick The Councilmember seat may be filled by any of the Councilmembers, but Councilman Spence has expressed an interest in continuing to serve as a member of the Audit Committee. Reappointment of the existing community member and Councilmember may be permitted under the Audit Committee guidelines. OPTIONS: The City Council has the following options. 1. Appoint a Councilmember and community member to the Audit Committee; 2. Reopen the application period for an additional period of time; or 3. Provide alternate direction. FISCAL IMPACT: If the City Council appoints the Audit Committee member, there will be no future costs to post the Notice of Vacancies in the San Gabriel Valley Tribune. The cost to post a Notice of Vacancies is $363.28. Reviewed and Approved by: Cluista Buhagiar Finance Director ATTACHMENTS: Attachment No. 1 — Resolution No. 2015-73 Attachment No. 2— Resolution No. 2016-40 RESOLUTION NO. 2 0 15-7 3 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF WEST COVINA ESTABLISHING THE PROCEDURES, RULES AND REGULATIONS FOR THE AUDIT COMMITTEE. WHEREAS, the City Council of the City of West Covina recognizes the importance of transparency and accountability in the administration of public resources, and the City Council is ultimately responsible for ensuring that the City of West Covina is meeting its internal control and financial reporting responsibilities; and WHEREAS, the City Council recognizes the importance of creating an Audit Committee as it is considered a financial management best practice; and WHEREAS, the formation of an Audit Committee will ensure regular and direct communication between the City's independent auditors and the City Council and will further the City Council's goals of transparency and accountability in the administration of public resources; and WHEREAS, the City Council now desires to establish an Audit Committee. NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of West Covina as follows: SECTION 1: AUDIT COMMITTEE RULES AND REGULATIONS 1.ESTABLISHMENT OF THE AUDIT COMMITTEE The City Council of the City of West Covina hereby establishes the City of West Covina AuditCommittee. 2. PURPOSE The Audit Committee's primary putpose is to assist the City Council in discharging itsresponsibilities for the overall stewardship of the City's financial affairs. This will includereviewing financial information; ascertaining the existence and adequacy of accounting andinternal control systems and related safeguards over the City's assets; and overseeing the auditfunction. 3.MEMBERSHIP AND APPOINTMENT The Audit Committee shall consist of seven members: the City Manager, the Finance Director,the City Treasurer, two City Council members, and two members of the public. The two CityCouncil members and the two members of the public will be appointed by the City Council. Attachment No. 1 The City Clerk shall post and advertise the public positions and vacancies as provided for all other city commissions and committees. 4.COMPENSATION Members of the Committee shall serve without compensation. 5.TERM OF MEMBERSHIP The appointed members of the Committee shall be appointed for two (2) year terms on astaggered basis, except for the initial appointment as provided herein. For the initialappointments, one Council Member and one member of the public shall initially be appointedto serve a one year tenn in order to allow for the staggered terms thereafter. 6.TIME AND PLACE OF MEETINGS The Committee will meet at least once annually and shall hold other meetings on an as neededbasis. All meetings of the Committee shall be held at the City Hall of the City of West Covinalocated at 1444 W. Garvey Ave. in the City of West Covina. 7.CONFLICT OFINTEREST All members of the Committee are subject to the requirements of the Conflict of Interest codesof the City of West Covina and Conflict oflnterest laws of the State of California. 8.DUTIES OF THE COMMITTEE The role of the Committee is to augment management's accountability to the City Council.The Committee achieves this goal by: •Recommending the selection of the independent financial auditor for the financialstatement audit;•Monitoring the progress of the financial statement audit;•Evaluating the results of the financial statement audit;•Ensuring that any control wealmesses and legal compliance violations identified in thecourse of the financial statement audit are promptly and effectively remedied;•Serving as a direct communications link between the City Council and the independentauditor;•Monitoring the adequacy of the City's internal control strncture on an ongoing basis, suchas cash disbursements, cash receipting, treasury transactions, etc., as examined by theinternal audit function and the independent financial auditor;•Participate in meetings with the City's independent auditors and various County, State andFederal auditors as needed SECTION 2. That the City Clerk shall certify to the passage and adoption of theresolution. PASSED, APPROVED AND ADOPTED this 6'h day of October, 2015. APPROVED AS TO FORM: , lec1�1W,J Kimberly all Barlow City Attorney ATTEST: �-¥J)('.-Q,, Nickolas S. Lewis City Clerk I HEREBY CERTIFY that the foregoing resolution was duly adopted by the City Council of the City of West Covina, California, at a regular meeting thereof on the 6'11 day of October, 2015, by the following vote of City Council: AYES: NOES: ABSENT: ABSTAIN: Spence, Toma, Wong,Sykes None Warshaw None Cj(-5>-;Q (2 Q,Nickolas S. Lewis City Clerk RESOLUTION NO. 2 0 16 -4 0 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF WEST COVINA AMENDING THE PROCEDURES, RULES AND REGULATIONS FOR THE AUDIT COMMITTEE. WHEREAS, the City Council of the City of West Covina recognizes the importance of transparency and accountability in the administration of public resources, and the City Council is ultimately responsible for ensuring that the City of West Covina is meeting its internal control and financial reporting responsibilities; and WHEREAS, the City Council recognizes the importance of creating an Audit Committee as it is considered a financial management best practice; and WHEREAS, the formation of an Audit Committee will ensure regular and direct communication between the City's independent auditors and the City Council and will further the City Council's goals of transparency and accountability in the administration of public resources; and WHEREAS, the City Council established an Audit Committee with Resolution No. 2015-73; and WHEREAS, the City Council now desires to remove the City Manager and Finance Director from the Audit Committee. NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of West Covina as follows: SECTION 1: AUDIT COMMITTEE RULES AND REGULATIONS 1.ESTABLISHMENT OF THE AUDIT COMMITTEE The City Council of the City of West Covina hereby establishes the City of West Covina AuditCommittee. 2.PURPOSE The Audit Committee's primary purpose is to assist the City Council in discharging itsresponsibilities for the overall stewardship of the City's financial affairs. This will includereviewing financial information; asce1iaining the existence and adequacy of accounting andinternal control systems and related safeguards over the City's assets; and overseeing the auditfunction. Attachment No. 2 3.MEMBERSHIP AND APPOINTMENT The Audit Committee shall consist of five members: the City Treasurer, two City Councilmembers, and two members of the public. The two City Council members and the twomembers of the public will be appointed by the City Council. The City Clerk shall post andadvertise the public positions and vacancies as provided for all other city commissions andcommittees. 4.COMPENSATION Members of the Committee shall serve without compensation. 5.TERM OF MEMBERSHIP The appointed members of the Committee shall be appointed for two (2) year terms on astaggered basis, except for the initial appointment as provided herein. For the initialappointments, one Council Member and one member of the public shall initially be appointedto serve a one year term in order to allow for the staggered terms thereafter. 6.TIME AND PLACE OF MEETINGS The Committee will meet at least once annually and shall hold other meetings on an as neededbasis. All meetings of the Committee shall be held at the City of West Covina City Hall locatedat 1444 W. Garvey Ave. in the City of West Covina. 7.CONFLICT OFINTEREST All members of the Committee are subject to the requirements of the Conflict oflnterest codesof the City of West Covina and Conflict of Interest laws of the State of California. 8.DUTIES OF THE COMMITTEE The role of the Committee is to augment management's accountability to the City Council.The Committee achieves this goal by: •Recommending the selection of the independent financial auditor for the financialstatement audit;•Monitoring the progress of the financial statement audit;•Evaluating the results of the financial statement audit;•Ensuring that any control weaknesses and legal compliance violations identified in thecourse of the fmancial statement audit are promptly and effectively remedied;•Serving as a direct communications link between the City Council and the independentauditor; and•Monitoring the adequacy of the City's internal control structure on an ongoing basis, suchas cash disbursements, cash receipting, treasury transactions, etc., as examined by theinternal audit function and the independent financial auditor. SECTION 2. That the City Clerk shall certify to the passage and adoption of the resolution. APPROVED AND ADOPTED on this 17th day of May, 2016. APPROVED AS TO FORM: '-�-,Lw.J Kimberly&! Barlow City Attorney ATTEST: r:vJ:G:C_£ Nickolas S. Lewis City Clerk I, HEREBY CERTIFY that the foregoing resolution was duly adopted by the City Council of the City of West Covina, California, at a regular meeting thereof on the 17th day of May, 2016, by the following vote of City Council: AYES: NOES: ABSENT: ABSTAIN: Jolmson, Spence, Warshaw, Wu, Toma None None None �s:FQC_� Nickolas S. Lewis City Clerk AMENDED IN ASSEMBLY APRIL 25, 2017 AMENDED IN ASSEMBLY APRIL 17, 2017 AMENDED IN ASSEMBLY APRIL 4, 2017 california legislature—2017–18 regular session ASSEMBLY BILL No. 1250 Introduced by Assembly Member Jones-Sawyer February 17, 2017 An act to add Sections 31000.10, 31000.11, 37103.1, and 37103.2 to the Government Code, relating to local government. legislative counsel’s digest AB 1250, as amended, Jones-Sawyer. Counties and cities: contracts for personal services. Existing law authorizes the board of supervisors of a county to contract for special services on behalf of various public entities with persons who are specially trained, experienced, expert, and competent to perform the special services, as prescribed. These services include financial, economic, accounting, engineering, legal, and other specified services. Existing law also authorizes legislative bodies of cities to contract with any specially trained and experienced person, firm, or corporation for special services and advice in financial, economic, accounting, engineering, legal, or administrative matters. This bill would establish specific standards for the use of personal services contracts by counties and cities. Beginning January 1, 2018, the bill would allow a county or county agency, or a city or city agency, to contract for personal services currently or customarily performed by county employees, as applicable, when specified conditions are met. Among other things, the bill would require the county or city to clearly 96 demonstrate that the proposed contract will result in actual overall costs savings to the county or city and also to show that the contract does not cause the displacement of county or city workers. The bill would require a contract entered into under these provisions to specify that it may be terminated upon material breach, if notice is provided, as specified. Additionally, the bill would require the county or city to provide an orientation to employees of the contractor who would perform services pursuant to the contract, and would establish liability provisions for employment law violations and torts committed in the course of providing services under contract, among other conditions. The bill would require that the county or city conduct a cost-benefit analysis prior to entering into the contract and would require the prospective contractors to reimburse the cost of the analysis. The bill would also require the county or city to conduct an audit of the contract to determine whether cost savings have been realized and would require the contractor to reimburse the cost of the audit. The bill would impose additional disclosure requirements for contracts exceeding $100,000 $5,000,000 annually, would exempt certain types of contracts from its provisions, and would require each county or city to maintain on its Internet Web site a searchable database of all of its contracts exceeding $100,000. $5,000,000. By placing new duties on local government agencies, the bill would impose a state-mandated local program. The bill also would provide that its provisions are severable. The California Constitution requires the state to reimburse local agencies and school districts for certain costs mandated by the state. Statutory provisions establish procedures for making that reimbursement. This bill would provide that, if the Commission on State Mandates determines that the bill contains costs mandated by the state, reimbursement for those costs shall be made pursuant to the statutory provisions noted above. Vote: majority. Appropriation: no. Fiscal committee: yes. State-mandated local program: yes. The people of the State of California do enact as follows: line 1 SECTION 1. Section 31000.10 is added to the Government line 2 Code, to read: line 3 31000.10. The purpose of this section and Section 31000.11 line 4 is to establish standards for the use of personal services contracts line 5 by counties. 96 — 2 —AB 1250 line 1 (a)  If otherwise permitted by law, a county or county agency line 2 may contract for personal services currently or customarily line 3 performed by county employees when all the following conditions line 4 are met: line 5 (1)  The board of supervisors or county agency clearly line 6 demonstrates that the proposed contract will result in actual overall line 7 cost savings to the county for the duration of the entire contract line 8 as compared with the county’s actual costs of providing the same line 9 services, provided that: line 10 (A)  In comparing costs, there shall be included the county’s line 11 additional cost of providing the same service as proposed by a line 12 contractor. These additional costs shall include the salaries and line 13 benefits of additional staff that would be needed and the cost of line 14 additional space, equipment, and materials needed to perform the line 15 function. line 16 (B)  In comparing costs, there shall not be included the county’s line 17 indirect overhead costs unless these costs can be attributed solely line 18 to the function in question and would not exist if that function was line 19 not performed in county service. Indirect overhead costs shall line 20 mean the pro rata share of existing administrative salaries and line 21 benefits, rent, equipment costs, utilities, and materials. line 22 (C)  In comparing costs, there shall be included in the cost of a line 23 contractor providing a service any continuing county costs that line 24 would be directly associated with the contracted function. These line 25 continuing county costs shall include, but not be limited to, those line 26 for inspection, supervision, and monitoring. line 27 (2)  Proposals to contract out work shall not be approved solely line 28 on the basis that savings will result from lower contractor pay rates line 29 or benefits. Proposals to contract out work shall be eligible for line 30 approval if the contractor’s wages are at the industry’s level and line 31 do not significantly undercut county pay rates. line 32 (3)  The contract does not cause the displacement of county line 33 employees. “Displacement” includes layoff, demotion, involuntary line 34 transfer to a new class, involuntary transfer to a new location line 35 requiring a change of residence, and time base reductions. line 36 “Displacement” does not include changes in shifts or days off or line 37 reassignment to other positions within the same class and general line 38 location. line 39 (4)  The contract does not cause vacant positions in county line 40 employment to remain unfilled. 96 AB 1250— 3 — line 1 (5)  The contract does not adversely affect the county’s line 2 affirmative action efforts. line 3 (6)  The savings shall be large enough to ensure that they will line 4 not be eliminated by private sector and county cost fluctuations line 5 that could normally be expected during the contracting period. line 6 (7)  The amount of savings clearly justifies the size and duration line 7 of the contracting agreement. line 8 (8)  The contract is awarded through a publicized, competitive line 9 bidding process. The county shall reserve the right to reject any line 10 and all bids or proposals. line 11 (9)  The contract includes specific provisions pertaining to the line 12 qualifications of the staff that will perform the work under the line 13 contract, as well as assurance that the contractor’s hiring practices line 14 meet applicable nondiscrimination, affirmative action standards. line 15 (10)  The potential for future economic risk to the county from line 16 potential contractor rate increases is minimal. line 17 (11)  The contract is with a firm. “Firm” means a corporation, line 18 partnership, nonprofit organization, or sole proprietorship. line 19 (12)  The potential economic advantage of contracting is not line 20 outweighed by the public’s interest in having a particular function line 21 performed directly by county government. Before executing a line 22 contract for personal services under this section, the county shall line 23 demonstrate that outsourcing the particular functions at issue is in line 24 the public interest, addressing the cost of the contract, the cost of line 25 administering the contract, the effect on the quality of services line 26 provided to the public, and any other relevant circumstances. line 27 (13)  The contract shall provide that it may be terminated at any line 28 time by the county without penalty if there is a material breach of line 29 the contract and notice is provided at least 30 days before line 30 termination. line 31 (14)  The county shall provide an orientation to employees of line 32 the contractor who will perform services pursuant to the contract. line 33 The orientation shall include, but is not limited to, all of the line 34 following: line 35 (A)  A description of the services to be provided pursuant to the line 36 contract. line 37 (B)  A description of the function and goals of the public agency line 38 responsible for providing the services in the absence of the contract. 96 — 4 —AB 1250 line 1 (C)  Any applicable rules governing provision of the services line 2 and how the employee may report violations of applicable rules line 3 or contractual requirements. line 4 (15)  The county shall be jointly and severally liable with the line 5 contractor and any of its subcontractors for: line 6 (A)  Employment law violations arising from performance of line 7 the contract, unless otherwise provided by a bona fide collective line 8 bargaining agreement covering the affected employees. line 9 (B)  Torts committed by the contractor or its subcontractors in line 10 the course of providing services under the contract. line 11 (16) line 12 (15)  If the contract is for personal services in excess of one line 13 hundred thousand dollars ($100,000) annually, all of the following line 14 shall occur: line 15 (A)  The county shall require the contractor to disclose all of the line 16 following information as part of its bid, application, or answer to line 17 a request for proposal: line 18 (i)  A description of all charges, claims, or complaints filed line 19 against the contractor with any federal, state, or local administrative line 20 agency during the prior 10 years. line 21 (ii)  A description of all civil complaints filed against the line 22 contractor in any state or federal court during the prior 10 years. line 23 (iii)  A description of all state or federal criminal complaints or line 24 indictments filed against the contractor, or any of its officers, line 25 directors, or managers, at any time. line 26 (iv)  A description of any debarments of the contractor by any line 27 public agency or licensing body at any time. line 28 (v)  The total compensation, including salaries and benefits, the line 29 contractor provides to workers performing work similar to that to line 30 be provided under the contract. line 31 (vi)  The total compensation, including salaries, benefits, options, line 32 and any other form of compensation, provided to the five highest line 33 compensated officers, directors, executives, or employees of the line 34 contractor. line 35 (vii)  Any other information the county deems necessary to line 36 ensure compliance with this section. line 37 (B)  Prior to entering into the contract, the county shall conduct, line 38 and make public, a study of cost-benefit analysis considering the line 39 potential impact of outsourcing the work covered by the contract, line 40 including, but not limited to: contract. The analysis shall include: 96 AB 1250— 5 — line 1 (i)  The potential loss of employment opportunities within the line 2 county and resultant loss of income to workers. line 3 (ii)  The economic impact on local businesses if consumer line 4 spending power is reduced as a result of reduced wages under the line 5 contract. line 6 (iii)  The impact on the county’s ability to provide social services line 7 and the effect of any reduction in social services on county line 8 residents. line 9 (iv)  Any environmental impact caused by contracting for the line 10 services at issue. line 11 (iv)  Potential impacts on the environment, if any. line 12 (C)  Prospective contractors shall reimburse the county for the line 13 cost of the cost-benefit analysis. line 14 (C) line 15 (D)  The contract shall provide that the county is entitled to line 16 receive a copy of any records related to the contractor’s or any line 17 subcontractor’s performance of the contract, and that any of those line 18 records shall be subject to the California Public Records Act line 19 (Chapter 3.5 (commencing with Section 6250) of Division 7 of line 20 Title 1). In furtherance of this subdivision, contractors and any line 21 subcontractors shall maintain records related to performance of line 22 the contract that ordinarily would be maintained by the county in line 23 performing the same functions. line 24 (D) line 25 (E)  The county shall include in the contract specific, measurable line 26 performance standards and provisions for a performance audit by line 27 the county, or an independent auditor approved by the county, to line 28 determine whether the performance standards are being met and line 29 whether the contractor is in compliance with applicable laws and line 30 regulations. The county shall not renew or extend the contract prior line 31 to receiving and considering the audit report. line 32 (E) line 33 (F)  (1)  The contract shall include provisions for an audit by line 34 the county, or an independent auditor approved by the county, to line 35 determine whether and to what extent the anticipated cost savings line 36 have actually been realized. The county shall not renew or extend line 37 the contract before receiving and considering the audit report. line 38 (2)  The contractor shall reimburse the county for the cost of the line 39 audit. 96 — 6 —AB 1250 line 1 (b)  This section does not preclude a county from adopting more line 2 restrictive rules regarding the contracting of public services. line 3 (c)  When otherwise permitted by law, the absence of any line 4 requirement of subdivision (a) shall not prevent personal services line 5 contracting when any of the following conditions are met: line 6 (1)  The contract is for a new county function and the Legislature line 7 has specifically mandated or authorized the performance of the line 8 work by independent contractors. line 9 (2)  The contract is between the county and another government line 10 entity for services to be performed by employees of the other line 11 government entity. line 12 (2) line 13 (3)  The services contracted cannot be performed satisfactorily line 14 by county employees, or are of such a highly specialized or line 15 technical nature that the necessary expert knowledge, experience, line 16 and ability are not available among county employees. line 17 (3) line 18 (4)  The services are incidental to a contract for the purchase or line 19 lease of real or personal property. Contracts under this criterion, line 20 known as “service agreements,” shall include, but not be limited line 21 to, agreements to service or maintain office equipment or line 22 computers that are leased or rented. line 23 (4) line 24 (5)  The legislative, administrative, or legal goals and purposes line 25 cannot be accomplished through the utilization of county line 26 employees. Contracts are permissible under this criterion to protect line 27 against a conflict of interest or to ensure independent and unbiased line 28 findings in cases where there is a clear need for a different, outside line 29 perspective. These contracts shall include, but not be limited to, line 30 obtaining expert witnesses in litigation. line 31 (5) line 32 (6)  The nature of the work is such that the standards of this part line 33 for emergency appointments apply. These contracts shall conform line 34 with Section 31000.4. line 35 (6) line 36 (7)  Public entities or officials need private counsel because a line 37 conflict of interest on the part of the county counsel’s office line 38 prevents it from representing the public entity or official without line 39 compromising its position. These contracts shall require the written line 40 consent of the county counsel. 96 AB 1250— 7 — line 1 (7) line 2 (8)  The contractor will provide equipment, materials, facilities, line 3 or support services that could not feasibly be provided by the line 4 county in the location where the services are to be performed. line 5 (8) line 6 (9)  The contractor will conduct training courses for which line 7 appropriately qualified county employee instructors are not line 8 available, provided that permanent instructor positions in academies line 9 or similar settings shall be filled by county employees. line 10 (9) line 11 (10)  The services are of such an urgent, temporary, or occasional line 12 nature that the delay incumbent in their implementation by county line 13 employees would frustrate their very purpose. line 14 (d)  All persons who provide services to a county under line 15 conditions constituting an employment relationship shall be line 16 employed directly by the county. line 17 (e)  (1)  Except as provided in paragraph (2), this section shall line 18 apply to all counties, including counties that have adopted a merit line 19 or civil service system. line 20 (2)  This section does not apply to a charter county formed line 21 pursuant to Section 3 of Article XI of the California Constitution. line 22 (f)  (1)  This section does not apply to any contract for services line 23 described in Section 4525 or 4529.10. line 24 (2)  This section does not apply to any contract that is subject line 25 to Chapter 1 (commencing with Section 1720) of Part 7 of Division line 26 2 of the Labor Code. line 27 (3)  This section does not apply to a contract for public transit line 28 services, including paratransit services, if the county’s transit line 29 services are fully funded by Federal Transit Administration line 30 assistance and the county is thereby subject to the guidelines line 31 established in FTA Circular 4220.1F or any subsequent guidelines line 32 or revisions issued by the Federal Transit Administration. line 33 (g)  This section shall apply to personal services contracts entered line 34 into, renewed, or extended on or after January 1, 2018. line 35 SEC. 2. Section 31000.11 is added to the Government Code, line 36 to read: line 37 31000.11. (a)  Each county shall maintain on its Internet Web line 38 site a searchable database of all contracts of an annual value in line 39 excess of one hundred thousand dollars ($100,000) five million 96 — 8 —AB 1250 line 1 dollars ($5,000,000) entered into pursuant to Section 31000.10. line 2 The database shall include, but is not limited to, the following: line 3 (1)  A description of the services provided under the contract. line 4 (2)  The name of the agency, department, or division responsible line 5 for providing the service in the absence of the contract. line 6 (3)  The name of the contractor and any subcontractors providing line 7 services under the contract. line 8 (4)  The effective and expiration dates of the contract. line 9 (5)  The annual amount paid pursuant to the contract to the line 10 contractor in the past three fiscal years and the current fiscal year, line 11 including the funding source for all amounts paid. line 12 (6)  The annual amount expected to be paid pursuant to the line 13 contract to the contractor in the next three fiscal years. line 14 (7)  The total projected cost of the contract for all fiscal years line 15 and the funding source for all amounts to be paid. line 16 (8)  The names of the employees of the contractor and any line 17 subcontractors providing services pursuant to the contract and their line 18 hourly pay rates, and the total number of full-time equivalent line 19 positions involved in performing the services under the contract. line 20 (9)  The names of any workers providing services pursuant to line 21 the contract as independent contractors and the compensation rates line 22 for such workers. line 23 (b)  The information identified in subdivision (a) shall be line 24 compiled in an annual service contractor expenditure budget line 25 accompanying the county budget, reflecting all spending on line 26 personal services contracts by the county. line 27 SEC. 3. Section 37103.1 is added to the Government Code, to line 28 read: line 29 37103.1. The purpose of this section and Section 37103.2 is line 30 to establish standards for the use of personal services contracts by line 31 cities. line 32 (a)  If otherwise permitted by law, a city or city agency may line 33 contract for personal services currently or customarily performed line 34 by city employees when all the following conditions are met: line 35 (1)  The city council or city agency clearly demonstrates that line 36 the proposed contract will result in actual overall cost savings to line 37 the city for the duration of the entire contract as compared with line 38 the city’s actual costs of providing the same services, provided line 39 that: 96 AB 1250— 9 — line 1 (A)  In comparing costs, there shall be included the city’s line 2 additional cost of providing the same service as proposed by a line 3 contractor. These additional costs shall include the salaries and line 4 benefits of additional staff that would be needed and the cost of line 5 additional space, equipment, and materials needed to perform the line 6 function. line 7 (B)  In comparing costs, there shall not be included the city’s line 8 indirect overhead costs unless these costs can be attributed solely line 9 to the function in question and would not exist if that function was line 10 not performed in city service. Indirect overhead costs shall mean line 11 the pro rata share of existing administrative salaries and benefits, line 12 rent, equipment costs, utilities, and materials. line 13 (C)  In comparing costs, there shall be included in the cost of a line 14 contractor providing a service any continuing city costs that would line 15 be directly associated with the contracted function. These line 16 continuing city costs shall include, but not be limited to, those for line 17 inspection, supervision, and monitoring. line 18 (2)  Proposals to contract out work shall not be approved solely line 19 on the basis that savings will result from lower contractor pay rates line 20 or benefits. Proposals to contract out work shall be eligible for line 21 approval if the contractor’s wages are at the industry’s level and line 22 do not significantly undercut city pay rates. line 23 (3)  The contract does not cause the displacement of city line 24 employees. “Displacement” includes layoff, demotion, involuntary line 25 transfer to a new class, involuntary transfer to a new location line 26 requiring a change of residence, and time base reductions. line 27 “Displacement” does not include changes in shifts or days off or line 28 reassignment to other positions within the same class and general line 29 location. line 30 (4)  The contract does not cause vacant positions in city line 31 employment to remain unfilled. line 32 (5)  The contract does not adversely affect the city’s affirmative line 33 action efforts. line 34 (6)  The savings shall be large enough to ensure that they will line 35 not be eliminated by private sector and city cost fluctuations that line 36 could normally be expected during the contracting period. line 37 (7)  The amount of savings clearly justifies the size and duration line 38 of the contracting agreement. 96 — 10 —AB 1250 line 1 (8)  The contract is awarded through a publicized, competitive line 2 bidding process. The city shall reserve the right to reject any and line 3 all bids or proposals. line 4 (9)  The contract includes specific provisions pertaining to the line 5 qualifications of the staff that will perform the work under the line 6 contract, as well as assurance that the contractor’s hiring practices line 7 meet applicable nondiscrimination, affirmative action standards. line 8 (10)  The potential for future economic risk to the city from line 9 potential contractor rate increases is minimal. line 10 (11)  The contract is with a firm. “Firm” means a corporation, line 11 partnership, nonprofit organization, or sole proprietorship. line 12 (12)  The potential economic advantage of contracting is not line 13 outweighed by the public’s interest in having a particular function line 14 performed directly by city government. Before executing a contract line 15 for personal services under this section, the city shall demonstrate line 16 that outsourcing the particular functions at issue is in the public line 17 interest, addressing the cost of the contract, the cost of line 18 administering the contract, the effect on the quality of services line 19 provided to the public, and any other relevant circumstances. line 20 (13)  The contract shall provide that it may be terminated at any line 21 time by the city without penalty if there is a material breach of the line 22 contract and notice is provided at least 30 days before termination. line 23 (14)  The city shall provide an orientation to employees of the line 24 contractor who will perform services pursuant to the contract. The line 25 orientation shall include, but is not limited to, all of the following: line 26 (A)  A description of the services to be provided pursuant to the line 27 contract. line 28 (B)  A description of the function and goals of the public agency line 29 responsible for providing the services in the absence of the contract. line 30 (C)  Any applicable rules governing provision of the services line 31 and how the employee may report violations of applicable rules line 32 or contractual requirements. line 33 (15)  The city shall be jointly and severally liable with the line 34 contractor and any of its subcontractors for: line 35 (A)  Employment law violations arising from performance of line 36 the contract, unless otherwise provided by a bona fide collective line 37 bargaining agreement covering the affected employees. line 38 (B)  Torts committed by the contractor or any of its line 39 subcontractors in the course of providing services under the line 40 contract. 96 AB 1250— 11 — line 1 (16) line 2 (15)  If the contract is for personal services in excess of one line 3 hundred thousand dollars ($100,000) annually, all of the following line 4 shall occur: line 5 (A)  The city shall require the contractor to disclose all of the line 6 following information as part of its bid, application, or answer to line 7 a request for proposal: line 8 (i)  A description of all charges, claims, or complaints filed line 9 against the contractor with any federal, state, or local administrative line 10 agency during the prior 10 years. line 11 (ii)  A description of all civil complaints filed against the line 12 contractor in any state or federal court during the prior 10 years. line 13 (iii)  A description of all state or federal criminal complaints or line 14 indictments filed against the contractor, or any of its officers, line 15 directors, or managers, at any time. line 16 (iv)  A description of any debarments of the contractor by any line 17 public agency or licensing body at any time. line 18 (v)  The total compensation, including salaries and benefits, the line 19 contractor provides to workers performing work similar to that to line 20 be provided under the contract. line 21 (vi)  The total compensation, including salaries, benefits, options, line 22 and any other form of compensation, provided to the five highest line 23 compensated officers, directors, executives, or employees of the line 24 contractor. line 25 (vii)  Any other information the city deems necessary to ensure line 26 compliance with this section. line 27 (B)  Prior to entering into the contract, the city shall conduct, line 28 and make public, a study of cost-benefit analysis considering the line 29 potential impact of outsourcing the work covered by the contract, line 30 including, but not limited to: contract. The analysis shall include: line 31 (i)  The potential loss of employment opportunities within the line 32 city and resultant loss of income to workers. line 33 (ii)  The economic impact on local businesses if consumer line 34 spending power is reduced as a result of reduced wages under the line 35 contract. line 36 (iii)  The impact on the city’s ability to provide social services line 37 and the effect of any reduction in social services on city residents. line 38 (iv)  Any environmental impact caused by contracting for the line 39 services at issue. line 40 (iv)  Potential impacts on the environment, if any. 96 — 12 —AB 1250 line 1 (C)  Prospective contractors shall reimburse the city for the cost line 2 of the cost-benefit analysis. line 3 (C) line 4 (D)  The contract shall provide that the city is entitled to receive line 5 a copy of any records related to the contractor’s or any line 6 subcontractor’s performance of the contract, and that any such line 7 records shall be subject to the California Public Records Act line 8 (Chapter 5 (commencing with Section 6250) of Division 7 of Title line 9 1). In furtherance of this subdivision, contractors and any line 10 subcontractors shall maintain records related to performance of line 11 the contract that ordinarily would be maintained by the city in line 12 performing the same functions. line 13 (D) line 14 (E)  (1)  The city shall include in the contract specific, line 15 measurable performance standards and provisions for a line 16 performance audit by the city, or an independent auditor approved line 17 by the city, to determine whether the performance standards are line 18 being met and whether the contractor is in compliance with line 19 applicable laws and regulations. The legislative body shall not line 20 renew or extend the contract prior to receiving and considering line 21 the audit report. line 22 (2)  The contractor shall reimburse the city for the cost of the line 23 audit. line 24 (E) line 25 (F)  The contract shall include provisions for an audit by the line 26 city, or an independent auditor approved by the city, to determine line 27 whether and to what extent the anticipated cost savings have line 28 actually been realized. The city shall not renew or extend the line 29 contract before receiving and considering the audit report. line 30 (b)  This section does not preclude a city from adopting more line 31 restrictive rules regarding the contracting of public services. line 32 (c)  When otherwise permitted by law, the absence of any line 33 requirement of subdivision (a) shall not prevent personal services line 34 contracting when any of the following conditions are met: line 35 (1)  The contract is for a new city function and the Legislature line 36 has specifically mandated or authorized the performance of the line 37 work by independent contractors. line 38 (2)  The services contracted cannot be performed satisfactorily line 39 by city employees, or are of such a highly specialized or technical 96 AB 1250— 13 — line 1 nature that the necessary expert knowledge, experience, and ability line 2 are not available among city employees. line 3 (3)  The services are incidental to a contract for the purchase or line 4 lease of real or personal property. Contracts under this criterion, line 5 known as “service agreements,” shall include, but not be limited line 6 to, agreements to service or maintain office equipment or line 7 computers that are leased or rented. line 8 (4)  The legislative, administrative, or legal goals and purposes line 9 cannot be accomplished through the utilization of city employees. line 10 Contracts are permissible under this criterion to protect against a line 11 conflict of interest or to ensure independent and unbiased findings line 12 in cases where there is a clear need for a different, outside line 13 perspective. These contracts shall include, but not be limited to, line 14 obtaining expert witnesses in litigation. line 15 (5)  The nature of the work is such that the standards of this title line 16 for emergency appointments apply. These contracts shall conform line 17 with Section 45080. line 18 (6)  Public entities or officials need private counsel because a line 19 conflict of interest on the part of the city attorney’s office prevents line 20 it from representing the public entity or official without line 21 compromising its position. These contracts shall require the written line 22 consent of the city attorney. line 23 (7)  The contractor will provide equipment, materials, facilities, line 24 or support services that could not feasibly be provided by the city line 25 in the location where the services are to be performed. line 26 (8)  The contractor will conduct training courses for which line 27 appropriately qualified city employee instructors are not available, line 28 provided that permanent instructor positions in academies or similar line 29 settings shall be filled by city employees. line 30 (9)  The services are of such an urgent, temporary, or occasional line 31 nature that the delay incumbent in their implementation by city line 32 employees would frustrate their very purpose. line 33 (d)  All persons who provide services to a city under conditions line 34 constituting an employment relationship shall be employed directly line 35 by the city. line 36 (e)  (1)  Except as provided in paragraph (2), this section shall line 37 apply to all cities, including cities that have adopted a merit or line 38 civil service system. line 39 (2)  This section does not apply to a charter city formed pursuant line 40 to Section 3 of Article XI of the California Constitution. 96 — 14 —AB 1250 line 1 (f)  (1)  This section does not apply to any contract for services line 2 described in Section 4525 or 4529.10. line 3 (2)  This section does not apply to any contract that is subject line 4 to Chapter 1 (commencing with Section 1720) of Part 7 of Division line 5 2 of the Labor Code. line 6 (3)  This section does not apply to a contract for public transit line 7 services, including paratransit services, if the county’s transit line 8 services are fully funded by Federal Transit Administration line 9 assistance and the county is thereby subject to the guidelines line 10 established in FTA Circular 4220.1F or any subsequent guidelines line 11 or revisions issued by the Federal Transit Administration. line 12 (g)  This section shall apply to personal services contracts entered line 13 into, renewed, or extended on or after January 1, 2018. line 14 SEC. 4. Section 37103.2 is added to the Government Code, to line 15 read: line 16 37103.2. (a)  Each city shall maintain on its Internet Web site line 17 a searchable database of all contracts of an annual value in excess line 18 of one hundred thousand dollars ($100,000) five million dollars line 19 ($5,000,000) entered into pursuant to Section 37103.1. The line 20 database shall include, but is not limited to, the following: line 21 (1)  A description of the services provided under the contract. line 22 (2)  The name of the agency, department, or division responsible line 23 for providing the service in the absence of the contract. line 24 (3)  The name of the contractor and any subcontractors providing line 25 services under the contract. line 26 (4)  The effective and expiration dates of the contract. line 27 (5)  The annual amount paid pursuant to the contract to the line 28 contractor in the past three fiscal years and the current fiscal year, line 29 including the funding source for all amounts paid. line 30 (6)  The annual amount expected to be paid pursuant to the line 31 contract to the contractor in the next three fiscal years. line 32 (7)  The total projected cost of the contract for all fiscal years line 33 and the funding source for all amounts to be paid. line 34 (8)  The names of the employees of the contractor and any line 35 subcontractors providing services pursuant to the contract and their line 36 hourly pay rates, and the total number of full-time equivalent line 37 positions involved in performing the services under the contract. line 38 (9)  The names of any workers providing services pursuant to line 39 the contract as independent contractors and the compensation rates line 40 for such workers. 96 AB 1250— 15 — line 1 (b)  The information identified in subdivision (a) shall be line 2 compiled in an annual service contractor expenditure budget line 3 accompanying the county budget, reflecting all spending on line 4 personal services contracts by the county. line 5 SEC. 5. The provisions of this act are severable. If any line 6 provision of this act or its application is held invalid, that invalidity line 7 shall not affect other provisions or applications that can be given line 8 effect without the invalid provision or application. line 9 SEC. 6. If the Commission on State Mandates determines that line 10 this act contains costs mandated by the state, reimbursement to line 11 local agencies and school districts for those costs shall be made line 12 pursuant to Part 7 (commencing with Section 17500) of Division line 13 4 of Title 2 of the Government Code. O 96 — 16 —AB 1250 Phone: 916.658.8200 Fax: 916.658.8240 www.cacities.org May 3, 2017 The Honorable Lorena Gonzalez-Fletcher Chair, Assembly Appropriations Committee California State Assembly State Capitol Building, Room 2114 Sacramento, CA 95814 RE: AB 1250 (Jones-Sawyer). Counties and Cities: Contracts for Personal Services. Notice of Opposition (as amended 04/25/2017) Dear Assembly Member Lorena Gonzalez-Fletcher: The League of California Cities (LOCC) and undersigned must respectfully oppose Assembly Bill (AB) 1250, which effectively eliminates virtually all contracting services for cities and counties. Moreover, the measure would lead to significant cost not only for local agencies, but for the State given the significant number of possible state-reimbursable mandates in the measure. As amended, the undersigned must still oppose AB 1250 as the amendments still do not address our core concerns. Although our concerns are varied from fundamental local control discretion to increased and unnecessary reporting requirements, for purposes of the Assembly Appropriations committee our comments will be focused on fiscal objections. Fiscal Impacts: We have begun to survey member cities that are affected by this measure (approximately 360 general law cities) on the projected costs to adhere to the requirements of this measure. Given the complex nature of calculating projected costs of the mandates set forth and that the measure is being rushed through the legislative process, numbers provided here are snapshots of expected costs. That said, with a just small sample, we can project the cost of the measure to be in the high tens of millions of dollars with many factors unknown that will raise the costs and act as multiplier effect (such as the number of contracts a city has).The very small pool of data already projects compliance costs of over $33.33 million. We expect this number to grow in a more comprehensive report that will be provided in the near future. Non-city Employee Orientations As amended, AB 1250 still requires that the agency provide an orientation to contracted employees. Last year, AB 2835 (Cooper) which mandated that public employers must provide an orientation to their own employees was tagged at $350 million in ongoing costs by the California department of Finance. This year there have been various proposals that would apply prescriptive employer mandates for employee orientations—a guaranteed cost-driver for local governments. Having a local agency provide an additional orientation to non-city employees create significant cost and logistical concerns. Our small sample provides that this will cost a small or medium large city about $15,756 ($5,672,250 statewide) per contract, however this number will be highly volatile based on the number of contracts and associated employees. We expect this number to grow in a more comprehensive report and be larger than projected. Creation of a Fully Searchable Database Further, AB 1250 would require a city to create a new, fully searchable database that must be posted on the city website that includes:  The names, job titles, salary of each contracted employee (and subcontractors).  The services of the contract, the name of the agency department or division of the city who manages the contract.  The amount paid to the contract including the total projected cost of the contract for all fiscal years and the funding source.  The total number of “full time equivalent” employees being contracted out. There is no direction in the measure on who must update this information, how often this information must be updated this in itself will create significant costs in staff time and workload. This mandate may costs a medium or small city, based on our small sample, $25,915 a year ($9,329,538 statewide). We expect this number to grow in a more comprehensive report and be larger than projected. Apart from the inherent cost drivers with this provision, our members have expressed privacy concerns about posting full names, job titles and salaries of non-city employees. This will set the scenario whereby a contracted or subcontracted (non-city) employee will have a strong avenue for a right to privacy lawsuit. The costs associated with this type of litigation will be significant. Annual Cost Benefit, Environmental Review and Performance Audit Additionally, this measure would require a city, before entering a contract or renewing a contract, to perform a full cost-benefit analysis which include the potential impacts of outsourcing, including the impact on local businesses if consumer spending power is reduced (among other factors). This mandate may costs a medium or small city, based on our small sample, $13,119 a year per contract ($4,722,923 statewide), however this number will be volatile based on the number of contracts. We expect this number to grow in a more comprehensive report and be larger than projected. AB 1250 mandates a city conduct a full environmental impact analysis caused by contracting for the services. This mandate may costs a medium or small city, based on our small sample, $18,637 a year per contract ($6,709,500 statewide), however this number will be volatile based on the number of contracts. We expect this number to grow in a more comprehensive report and be larger than projected. Further, the measure forces a city to conduct an annual audit of each contract and prohibits a city from renewing or granting a new contract before the report is released and considered by the council. This mandate may costs a medium or small city, based on our small sample, $19,191 a year per contract ($6,909,500 statewide), however this number will be volatile based on the number of contracts. We expect this number to grow in a more comprehensive report and be larger than projected. Although language was taken to pass the cost to the potential contractor and/or the awarded contractor local agencies believe that companies will simply build in these additional costs into their contracts which yields the same result as if the City simply pays for the cost-benefit analysis. Moreover, it is unclear how a local agency could even assess the cost of the cost-benefit analysis to a prospective contractor. This would only create further confusion and create a chilling effect on prospective contractors from bidding for a service. For these reasons, we must OPPOSE AB 1250. Sincerely, Dane Hutchings Legislative Representative The Cities of: Agoura Hills Anderson Arcadia Avalon Azusa Bellflower Blue Lake Brisbane Burbank Burlingame Calimesa Camarillo Chino Hills Citrus Heights Claremont Clayton Cloverdale Clovis Danville Diamond Bar Dinuba Downey Dublin Duarte Eastvale Elk Grove Encinitas Fremont Glendale Glendale Hanford Huntington Beach Huntington Park Indian Wells Indio Industry Irwindale La Canada Flintridge La Mirada La Quinta La Verne Lafayette Laguna Hills Lake Elsinore Lakeport Lakeport Lakewood Lawndale Livermore Lodi Los Alamitos Mammoth Lakes Menifee Morgan Hill Morro Bay Murrieta Norco Norwalk Ontario Orinda Oroville Palos Verdes Estates Pico Rivera Pleasanton Rancho Cordova Rancho Cucamonga Rancho Palos Verdes Red Bluff Reedley Rialto Rocklin Rolling Hills Estates Rosemead San Carlos San Marino Santa Fe Springs Santee Selma Signal Hill Temecula Temple City Thousand Oaks Torrance Vista Walnut Creek Whittier Misc. Organizations: California Contract Cities Association Ventura Council of Governments Howard Jarvis Taxpayers Association Cc: The Honorable Reggie Jones-Sawyer, Assembly District 59 Members, Assembly Appropriations Committee Luke Reidenbach, Consultant, Assembly Appropriations Committee Camille Wagner, Legislative Secretary, Office of Governor Edmund G. Brown Jr. AB 1250 Page 1 Date of Hearing: April 19, 2017 ASSEMBLY COMMITTEE ON PUBLIC EMPLOYEES, RETIREMENT, AND SOCIAL SECURITY Freddie Rodriguez, Chair AB 1250 (Jones-Sawyer) – As Amended April 17, 2017 SUBJECT: Counties and cities: contracts for personal services SUMMARY: Establishes specific standards for the use of personal service contracts by counties and cities, among other provisions. Specifically, this bill: 1) Authorizes a county, county agency, city, or city agency to contract for personal services currently or customarily performed by county or city employees when the following conditions are met: a. The board of supervisors, county agency, city council, or city agency clearly demonstrate that the proposed contract will result in actual cost savings to the county or city for the duration of the contract as compared with the county’s actual costs of providing the same services, provided that, in comparing costs: i. Requires that these entities’ additional cost of providing the same service as proposed by the contract to be included, and specifies that the required costs to be included are the salaries and benefits of additional staff, space, equipment and materials needed to perform the function. ii. Indirect overhead costs are not to be included, as specified, and defines ‘indirect overhead costs’ to mean the pro rata share of existing administrative salaries and benefits, rent, equipment costs, utilities, and materials. iii. Requires the cost of a contractor providing a service that would be directly associated with the contracted function, to be included, and specifies such costs to include, but are not limited to, those for inspection, supervision, and monitoring. b. Requires that proposals to contract out work must not be approved solely on the basis that savings would result from lower contractor pay rates or benefits, and that such proposals must be eligible for approval if the contractor’s wages are at the industry’s level and do not significantly undercut county or city pay rates. c. The contract does not cause the displacement of county or city employees, and specifies ‘displacement’ to include layoff, demotion, involuntary transfer to a new location requiring a change of residence, and time base reductions, and not include changes in shifts, days off, reassignment to other positions within the same class and general location. d. The contract does not cause vacant positions in county or city employment to remain unfilled, and does not adversely affect the county’s affirmative action efforts. e. The savings must be large enough to ensure against their elimination by private sector and county or city cost fluctuations that could normally be expected during the AB 1250 Page 2 contracting period, and the savings clearly justify the size and duration of the contracting agreement. f. The contract is awarded through a publicized, competitive building process, while granting the county’s or city’s right to reject bids or proposals, and that the contract includes specific provisions related to the qualifications of the staff that will perform the work under the contract, and assurance as to the contractor’s hiring practices, as specified. g. The potential for future economic risk is minimal in relation to rate increases by the potential contractor, and that the contract is with a firm, and defines ‘firm’ to mean a corporation, partnership, nonprofit organization, or sole proprietorship. h. The potential economic advantage of contracting is not outweighed by the public’s interest in having a particular function performed directly by county or city government. Specifies that before executing a contract for personal services, the county or city must demonstrate that outsourcing a particular function is in the public interest, addressing the costs of, and administering, the contract, the effect on the quality of services provided to the public, and other relevant circumstances. i. The contract must include provisions for termination, a 30-day notice prior to termination, at any time by the county for a material breach, without penalty. j. The contract must provide an orientation to employees of the contractor who will perform the services, and that the orientation include, but not be limited to each of the following: a) a description of services to be provided pursuant to the contract, b) the functions and goals of the public agency responsible for providing the services in the absence of the contract, c) any applicable rules governing provision of the services and how the employee may report violations of applicable rules or contractual requirements. k. Specifies that if the contract is for personal services and annually exceeds $100,000, the county or city must require the contractor to disclose specified information as part of its bid, application, or answer to a request for proposal, and that the county must conduct a study, to include, but not be limited to, specified information, of the potential impact of outsourcing the work covered by the contract, and make it public. l. The contract must provide that the county or city is entitled to receive records related to the performance of the contractor or subcontractor, subject to disclosure under the California Public Records Act, that ordinarily would be maintained by the county or city in performing the same functions. m. The county or city must include in the contract, specific and measureable performance standards, provisions for an audit, or independent auditor approved by the county or city for purposes of ensuring that performance standards are met, and compliance with applicable laws and regulations. Prohibits counties and cities from renewing or extending the contract prior to receiving and considering the audit report, and permits them to adopt more restrictive rules related to contracting of public services. AB 1250 Page 3 n. Permits personal service contracting if certain provisions are not satisfied, as specified, and when certain conditions have been met. Also specifies that all persons who provide service to a county or city under conditions constituting an employment relationship are to be employed directly by the county or city, and applies the merit or civil service system. o. Exempts from its provisions, charter counties and cities formed pursuant to Section 3 of Article XI of the California Constitution, public works projects, as specified, and a contract for public transit services, including paratransit services, if funded by the Federal Transit Administration, as specified. p. Makes these provisions applicable to personal service contracts entered into, renewed, or extended on or after January 1, 2018. 2) Provides for joint and several liability with the contractor or subcontractors thereof, for employment law violations, unless such provisions are provided for by a collective bargaining agreement, as specified, and torts committed during the course of providing contractual services. 3) Requires counties and cities to maintain on their respective internet websites, a searchable database of all contracts having an annual value in excess of $100,000, and that the database must include, but not be limited to, specified information. 4) Includes a severability clause if any provision of this measure or its application is held invalid, as specified. 5) Provides that if the Commission on State Mandates determines that the measure contains costs mandated by the state, reimbursement to local agencies and school districts are required, as specified. EXISTING LAW: 1) Authorizes a county board of supervisors to contract for special services on behalf of the county, county officers or departments, and district courts in the county, and requires that the contract be with persons specially trained, experienced, and have expertise and competence to perform the special services, among other provisions. Requires that special services consist of services, advice, education or training for financial, economic, accounting (including the preparation and issuance of payroll checks or warrants), engineering, legal, medical, therapeutic, administrative, architectural, airport or building security matters, laundry services, or linen services. Additional special services may include maintenance or custodial matters if the board finds that the site is remote from available county employees, and contracting better serves the county’s economic interests, among other provisions. 2) Authorizes cities to contract with any specially trained and experienced person, firm or corporation for special services and advice in financial, economic, accounting, engineering, legal, or administrative matters. AB 1250 Page 4 3) Authorizes the legislative body of any public or municipal corporation to contract with, and employ any persons for district special services and advice in financial, economic, accounting, engineering, legal, or administrative matters if such persons are specially trained, experienced, and competent to perform the special services required, among other provisions. 4) Authorizes the state to enter into personal services contracts, and establishes the conditions that must be met when procuring such contracts. 5) Authorizes school districts to enter into personal services contracts, and establishes the conditions to be satisfied when procuring such contracts. 6) Authorizes community college districts to enter into personal service contracts and specifies the conditions for such contracts. 7) Authorizes the board of trustees, common council, or other legislative body of a city or the board of trustees of a library district in which a withdrawal from the county free library system becomes effective on or after January 1, 2012, must comply with specified conditions prior to entering into a contract to operate the city’s or district’s library or libraries with a private contractor that will employ library staff. FISCAL EFFECT: Unknown. This bill has been flagged as fiscal by Legislative Counsel. COMMENTS: According to the author, “Assembly Bill (AB) 1250 is a common sense measure that will ensure cities and counties adhere to due diligence standards when opting to outsource public services. Current law authorizes county outsourcing when contracting out for “special services”, such as: financial and accounting, engineering, legal, medical, architectural, therapeutic, airport or building security matters, and laundry services. A county may also outsource maintenance or custodial services if the site is remote from available county employee resources. In recent years, some cities and counties have sought to outsource critical public services under the guise of saving money. There have been many well-documented instances of how short- sighted decisions to outsource have had negative impacts on taxpayers. While cheaper services and employee layoffs may appear to save dollars in the short term, the savings are often illusory with hidden costs that are not accounted for and diminished services or contractor failures that require cities and counties to ultimately re-hire and/or re-train staff to provide the outsourced service. In many sectors of government, California requires that due diligence standards be satisfied prior to outsourcing public services. Under current law for instance, state agencies are required to show how outsourcing will achieve savings, not cause the displacement of civil service employees and ensure that contracts are awarded through a publicized competitive bidding process. Cities and counties are currently exempt from these types of accountability measures. Given the scarcity of tax dollars and the right of the public to demand and receive quality public services, cities and counties should be held to meaningful standards of due diligence.” AB 1250 Page 5 1. Similar Provisions in Existing Law are Applicable to Other Governmental Sectors With the exception of provisions related to maintaining data, as specified, on county and city websites; counties and cities providing an orientation to employees who will perform under the contract; and, provisions related to a study prior to entering into a contract, similar provisions in current law exist in Section 19130 of the Government Code related to the State, and Sections 19104.5, 45103.1, and 88003.1 of the Education Code related to county free libraries, school districts, and community college districts, respectively. 2. Comments by Supporters According to the California State Council of the Service Employees Internal Union (SEIU), “[t]he ultimate consumer of any government services is the taxpayer and in the case of contracting out, the taxpayer is the third party so government must stand for the interests of the consumer by ensuring that public dollars are used meaningfully and accountably for the best services possible. When public jobs are sold to the highest bidder (or sometimes the only bidder), taxpayers end up having little or no say over decisions made by private contractors. There’s no way for taxpayers to vote out executives whose poor judgment hurts public health and safety. And, too often, outsourcing contracts lasts for decades, essentially creating a monopoly run by a single private entity. The private sector often fails to uphold its promise to run public services “better, faster, and cheaper” than the government, sometimes with horrific results.” The SEIU and other supporters further add that outsourcing is often undertaken under the auspices of achieving savings. However, in most instances, the anticipated savings are illusory as a result of the associated and hidden costs of outsourcing. 3. Comments by Opponents The League of California Cities states that, “[l]ocal governments have a long history of addressing service delivery challenges with creativity, self-reliance and innovation. Unique challenges and limited budgets continue to fuel innovative efforts to obtain expertise and provide high quality services. Many services are provided by city employees, while others such as refuse collection and specialized services are provided on a contract basis. Law enforcement services may also be provided via contract with the sheriff and fire and park services by a special district.” The League of California Cities and other opponents state that as amended, “AB 1250 places substantial burdens on local agencies by adding onerous, over prescriptive and unnecessary requirements that impede on local control and have significant impacts on local governance.” Finally, many opponents state that the impacts of this bill would: a) create significant cost and workload requirements, while taking into consideration unfunded pension liabilities and normal pension costs, including the discount rate recently reduced by the California Public Employees’ Retirement System; and, creation of a new, fully searchable database posted on the city website, b) create a series of new reporting requirements prior to entering or renewing a contract, and c) increase litigation. AB 1250 Page 6 4. Prior Legislation 2013: Chapter 196 (AB 583, Gomez), related to county free library systems. 2011: Chapter 611 (AB 438, Williams), imposes requirements, until January 1, 2019, on a city or library district that intends to withdraw from a county free library system and operate libraries with a private contractor that will employ library staff to achieve cost savings 2003: SB 906 (Alarcon), failed passage by the Assembly. 2002: Chapter 894 (SB 1419, Alarcon), establishes standards for the use of personal service contracts in school and community college districts. REGISTERED SUPPORT / OPPOSITION: Support American Federation of State, County and Municipal Employees, AFL-CIO (Co-sponsor) California State Council of the Service Employees International Union (Sponsor) California Labor Federation, AFL-CIO Laborers’ International Union of North America, Local 777 Laborers’ International Union of North America, Local 792 Los Angeles County Professional Peace Officers Association Orange County Employees Association Organization of SMUD Employees San Luis Obispo County Employees Association Opposition American Planning Association, California Chapter City of Bellflower City of Citrus Heights City of Glendale City of Hanford City of Huntington Park City of Indian Wells City of Industry City of Lakewood City of Lafayette City of Lawndale City of Norwalk City of Pico Rivera City of Rolling Hills Estates City of San Carlos City of Santa Fe Springs City of Torrence League of California Cities MuniServices Analysis Prepared by: Michael Bolden / P.E.,R., & S.S. / (916) 319-3957 AB 1250 Page 1 Date of Hearing: April 27, 2017 ASSEMBLY COMMITTEE ON PUBLIC EMPLOYEES, RETIREMENT, AND SOCIAL SECURITY Freddie Rodriguez, Chair AB 1250 (Jones-Sawyer) – As Amended April 25, 2017 SUBJECT: Counties and cities: contracts for personal services SUMMARY: Establishes specific standards for the use of personal service contracts by counties and cities, among other provisions. Specifically, this bill: 1) Authorizes a county, county agency, city, or city agency to contract for personal services currently or customarily performed by county or city employees when the following conditions are met: a. The board of supervisors, county agency, city council, or city agency clearly demonstrate that the proposed contract will result in actual cost savings to the county or city for the duration of the contract as compared with the county’s actual costs of providing the same services, provided that, in comparing costs: i. Requires that these entities’ additional cost of providing the same service as proposed by the contract to be included, and specifies that the required costs to be included are the salaries and benefits of additional staff, space, equipment, and materials needed to perform the function. ii. Indirect overhead costs are not to be included, as specified, and defines “indirect overhead costs” to mean the pro rata share of existing administrative salaries and benefits, rent, equipment costs, utilities, and materials. iii. Requires the cost of a contractor providing a service that would be directly associated with the contracted function to be included, and specifies such costs to include, but not limited to, those for inspection, supervision, and monitoring. b. Requires that proposals to contract out work must not be approved solely on the basis that savings would result from lower contractor pay rates or benefits, and that such proposals must be eligible for approval if the contractor’s wages are at the industry’s level and do not significantly undercut county or city pay rates. c. The contract does not cause the displacement of county or city employees, and specifies “displacement” to include layoff, demotion, involuntary transfer to a new location requiring a change of residence, and time base reductions, and not include changes in shifts, days off, reassignment to other positions within the same class, and general location. d. The contract does not cause vacant positions in county or city employment to remain unfilled, and does not adversely affect the county’s affirmative action efforts. e. The savings must be large enough to ensure against their elimination by private sector and county or city cost fluctuations that could normally be expected during the AB 1250 Page 2 contracting period, and the savings clearly justify the size and duration of the contracting agreement. f. The contract is awarded through a publicized, competitive building process, while granting the county’s or city’s right to reject bids or proposals, and that the contract includes specific provisions related to the qualifications of the staff that will perform the work under the contract, and assurance as to the contractor’s hiring practices, as specified. g. The potential for future economic risk is minimal in relation to rate increases by the potential contractor, and that the contract is with a firm, and defines “firm” to mean a corporation, partnership, nonprofit organization, or sole proprietorship. h. The potential economic advantage of contracting is not outweighed by the public’s interest in having a particular function performed directly by county or city government. Specifies that before executing a contract for personal services, the county or city must demonstrate that outsourcing a particular function is in the public interest, addressing the costs of, and administering the contract, the effect on the quality of services provided to the public, and other relevant circumstances. i. The contract must include provisions for termination, a 30-day notice prior to termination, at any time by the county for a material breach, without penalty. j. The contract must provide an orientation to employees of the contractor who will perform the services, and that the orientation include, but not be limited to each of the following: i) a description of services to be provided pursuant to the contract, ii) the functions and goals of the public agency responsible for providing the services in the absence of the contract, and iii) any applicable rules governing provision of the services and how the employee may report violations of applicable rules or contractual requirements. k. Specifies that if the contract is for personal services and annually exceeds $100,000, the county or city must require the contractor to disclose specified information as part of its bid, application, or answer to a request for proposal, and that the county or city must conduct a cost-benefit analysis, the cost of which is to be reimbursed to the county or city by prospective contractors, considering specified information, of the potential impact of outsourcing the work covered by the contract, and make it public. The contract must provide that the county or city is entitled to receive records related to the performance of the contractor or subcontractor, subject to disclosure under the California Public Records Act, that ordinarily would be maintained by the county or city in performing the same functions. l. The county or city must include in the contract specific and measureable performance standards, provisions for an audit, the cost of which is to reimbursed to the county or city by the contractor, or independent auditor approved by the county or city for purposes of ensuring that performance standards are met, and compliance with applicable laws and regulations. AB 1250 Page 3 Prohibits counties and cities from renewing or extending the contract prior to receiving and considering the audit report, and permits them to adopt more restrictive rules related to contracting of public services. m. Specifies that, in the absence of meeting specified requirements, contracting for personal services is permitted under limited circumstances. Also specifies that all persons who provide service to a county or city under conditions constituting an employment relationship are to be employed directly by the county or city, and applies the merit or civil service system. n. Exempts from its provisions, charter counties and cities formed pursuant to Section 3 of Article XI of the California Constitution, public works projects, as specified, and a contract for public transit services, including paratransit services, if funded by the Federal Transit Administration, as specified. o. Makes these provisions applicable to personal service contracts entered into, renewed or extended on or after January 1, 2018. p. Requires counties and cities to maintain on their respective internet websites, a searchable database of all contracts having an annual value in excess of $5 million, and that the database must include, but not be limited to, specified information. q. Includes a severability clause if any provision of this measure or its application is held invalid, as specified. r. Provides that if the Commission on State Mandates determines that the measure contains costs mandated by the state, reimbursement to local agencies and school districts are required, as specified. EXISTING LAW: 1) Authorizes a county board of supervisors to contract for special services on behalf of the county, county officers or departments, and district courts in the county, and requires that the contract be with persons specially trained, experienced, and have expertise and competence to perform the special services, among other provisions. Requires that special services consist of services, advice, education or training for financial, economic, accounting (including the preparation and issuance of payroll checks or warrants), engineering, legal, medical, therapeutic, administrative, architectural, airport or building security matters, laundry services, or linen services. Additional special services may include maintenance or custodial matters if the board finds that the site is remote from available county employees, and contracting better serves the county’s economic interests, among other provisions. 2) Authorizes cities to contract with any specially trained and experienced person, firm or corporation for special services and advice in financial, economic, accounting, engineering, legal, or administrative matters. AB 1250 Page 4 3) Authorizes the legislative body of any public or municipal corporation to contract with, and employ any persons for district special services and advice in financial, economic, accounting, engineering, legal, or administrative matters if such persons are specially trained, experienced and competent to perform the special services required, among other provisions. 4) Authorizes the state to enter into personal services contracts, and establishes the conditions that must be met when procuring such contracts. 5) Authorizes school districts to enter into personal services contracts, and establishes the conditions to be satisfied when procuring such contracts. 6) Authorizes community college districts to enter into personal service contracts and specifies the conditions for such contracts. 7) Authorizes the board of trustees, common council, or other legislative body of a city or the board of trustees of a library district in which a withdrawal from the county free library system becomes effective on or after January 1, 2012, must comply with specified conditions prior to entering into a contract to operate the city’s or district’s library or libraries with a private contractor that will employ library staff. FISCAL EFFECT: Unknown. This bill has been flagged as fiscal by Legislative Counsel. COMMENTS: According to the author, “Assembly Bill (AB) 1250 is a common sense measure that will ensure cities and counties adhere to due diligence standards when opting to outsource public services. Current law authorizes county outsourcing when contracting out for ‘special services’, such as: financial and accounting, engineering, legal, medical, architectural, therapeutic, airport or building security matters and laundry services. A county may also outsource maintenance or custodial services if the site is remote from available county employee resources. “In recent years, some cities and counties have sought to outsource critical public services under the guise of saving money. There have been many well-documented instances of how short- sighted decisions to outsource have had negative impacts on taxpayers. While cheaper services and employee layoffs may appear to save dollars in the short term, the savings are often illusory with hidden costs that are not accounted for and diminished services or contractor failures that require cities and counties to ultimately re-hire and/or re-train staff to provide the outsourced service.” The author further states, that “[i]n many sectors of government, California requires that due diligence standards be satisfied prior to outsourcing public services. Under current law, for instance, state agencies are required to show how outsourcing will achieve savings, not cause the displacement of civil service employees and ensure that contracts are awarded through a publicized competitive bidding process. “Cities and counties are currently exempt from these types of accountability measures. Given the scarcity of tax dollars and the right of the public to demand and receive quality public services, cities and counties should be held to meaningful standards of due diligence.” AB 1250 Page 5 1. Similar Provisions in Existing Law are Applicable to Other Governmental Sectors With the exception of provisions related to maintaining data, as specified, on county and city websites; counties and cities providing an orientation to employees who will perform under the contract; and provisions related to a cost-benefit analysis prior to entering into a contract, similar provisions in current law exist in Section 19130 of the Government Code related to the state, and Sections 19104.5, 45103.1, and 88003.1 of the Education Code related to county free libraries, school districts and community college districts, respectively. 2. Comments by Supporters According to the California State Council of the Service Employees Internal Union (SEIU), “[t]he ultimate consumer of any government services is the taxpayer and in the case of contracting out, the taxpayer is the third party so government must stand for the interests of the consumer by ensuring that public dollars are used meaningfully and accountably for the best services possible. When public jobs are sold to the highest bidder (or sometimes the only bidder), taxpayers end up having little or no say over decisions made by private contractors. There’s no way for taxpayers to vote out executives whose poor judgment hurts public health and safety. And, too often, outsourcing contracts lasts for decades, essentially creating a monopoly run by a single private entity. The private sector often fails to uphold its promise to run public services ‘better, faster, and cheaper’ than the government, sometimes with horrific results.” The SEIU and other supporters further add that outsourcing is often undertaken under the auspices of achieving savings. However, in most instances, the anticipated savings are illusory as a result of the associated and hidden costs of outsourcing. 3. Comments by Opponents The League of California Cities states that, “[l]ocal governments have a long history of addressing service delivery challenges with creativity, self-reliance and innovation. Unique challenges and limited budgets continue to fuel innovative efforts to obtain expertise and provide high quality services. Many services are provided by city employees, while others such as refuse collection and specialized services, are provided on a contract basis. Law enforcement services may also be provided via contract with the sheriff and fire and park services by a special district.” The League of California Cities and other opponents state that as amended, “AB 1250 places substantial burdens on local agencies by adding onerous, over prescriptive and unnecessary requirements that impede on local control and have significant impacts on local governance.” Finally, many opponents state that the impacts of this bill would a) create significant cost and workload requirements, while taking into consideration unfunded pension liabilities and normal pension costs, including the discount rate recently reduced by the California Public Employees’ Retirement System, and creation of a new, fully searchable database posted on the city website, b) create a series of new reporting requirements prior to entering or renewing a contract, and c) increase litigation. AB 1250 Page 6 4. Prior Hearing This measure was heard, failed passage, and granted reconsideration by the Assembly Public Employees, Retirement and Social Security Committee on April 19, 2017. 5. Prior Legislation 2013: Chapter 196 (AB 583, Gomez) related to county free library systems. 2011: Chapter 611 (AB 438, Williams) imposes requirements, until January 1, 2019, on a city or library district that intends to withdraw from a county free library system and operate libraries with a private contractor that will employ library staff to achieve cost savings 2003: SB 906 (Alarcon) failed passage by the Assembly. 2002: Chapter 894 (SB 1419, Alarcon) establishes standards for the use of personal service contracts in school and community college districts. REGISTERED SUPPORT / OPPOSITION: Support American Federation of State, County and Municipal Employees, AFL-CIO (Co-sponsor) California State Council of the Service Employees International Union (Sponsor) California Labor Federation, AFL-CIO Laborers’ International Union of North America, Local 777 Laborers’ International Union of North America, Local 792 Los Angeles County Professional Peace Officers Association Orange County Employees Association Organization of SMUD Employees San Diego County Court Employees Association San Luis Obispo County Employees Association Opposition American Planning Association, California Chapter California Business Properties Association California Chamber of Commerce California State Association of Counties City of Arcadia City of Bellflower City of Brisbane City of Calimesa City of Camarillo City of Chino Hills City of Citrus Heights City of Claremont City of Clayton City of Clovis City of Danville AB 1250 Page 7 City of Diamond Bar City of Dinuba City of Downey City of Duarte City of Dublin City of Eastvale City of Elk Grove City of Fremont City of Glendale City of Hanford City of Huntington Park City of Indian Wells City of Industry City of Jurupa Valley City of La Mirada City of La Quinta City of Lakewood City of Lafayette City of Lawndale City of Montclair City of Norco City of Norwalk City of Ontario City of Oroville City of Palos Verdes City of Pico Rivera City of Pleasanton City of Rancho Cordova City of Rancho Cucamonga City of Palos Verdes City of Piedmont City of Redding City of Rocklin City of Rolling Hills Estates City of San Carlos City of San Marino, Parks and Public Works Department City of Santa Fe Springs City of Santee City of Signal Hill City of Temple City City of Thousand Oaks City of Torrence City of Whittier League of California Cities MuniServices Rural County Representatives of California Urban Counties of California Willdan Group, Inc. AB 1250 Page 8 Analysis Prepared by: Michael Bolden / P.E.,R., & S.S. / (916) 319-3957 AB 1250 Page 1 Date of Hearing: May 10, 2017 ASSEMBLY COMMITTEE ON APPROPRIATIONS Lorena Gonzalez Fletcher, Chair AB 1250 (Jones-Sawyer) – As Amended April 25, 2017 Policy Committee: Public Employees, Retirement/Soc Sec Vote: 4 - 1 Urgency: No State Mandated Local Program: Yes Reimbursable: Yes SUMMARY: This bill authorizes a county, county agency, city, or city agency to contract for personal services currently or customarily performed by county or city employees when specified conditions are met. Specifically, this bill: 1) Defines the conditions under which a county and city can contract for personal services. These conditions include: a) That the city or county can demonstrated that the contract will result in actual cost savings, as specified, and that the contract does not cause the displacement of county or city employees or that the contract is awarded through a competitive bidding process. b) That employees of the contractor are provided an orientation by the city or county, which will include a description on the services to be provided and the functions and goals of the public agency responsible for providing the services in the absence of the contract. c) That, if the contract annually exceed $100,000, a city or county must conduct a cost- benefit analysis, the cost of which is to be reimbursed by the prospective contractors. 2) Requires counties and cities to maintain a searchable database with specified information on all contracts having an annual value in excess of $5 million. FISCAL EFFECT: 1) Significant, potentially reimbursable, state mandated costs to local agencies in excess of $10 million to comply with the requirement to maintain a searchable database on specified contract information. 2) Additional costs to local agencies, likely in excess of $15 million, to comply with the other provisions of this bill. These costs reflect the additional workload and requirements associated with securing contracts for personal services, and aggregate costs to local agencies would depend how often affected cities and counties pursue utilize these contracts. These costs are likely not reimbursable. COMMENTS: 1) Background. Existing law establishes a set of standards around personal service contracts utilized by state agencies. Personal services are allowed to achieve cost savings when certain AB 1250 Page 2 conditions are met, including that the contracting agency demonstrated that the contract will result in overall cost savings, cannot be done within the services, and does not result in the displacement of civil service employees. Other standards include that the contract is awarded through a competitive bidding process, the contract does not adversely affect the state’s affirmative action efforts, and the contract includes provisions pertaining to the qualifications of the staff. While there are a robust set of standards around personal service contracts at the state level, similar contracts do not necessarily exist at the local level. There are some explicit standards set for various local entities. For example, existing law sets standards around when a local government can enter into a contract to operate a local library. 2) Purpose. According to the author, AB 1250 will ensure cities and counties adhere to due diligence standards when opting to outsource public services. The author states that in recent years, some local governments have sought to outsource critical public services, but this outsourcing has carried hidden costs and has resulted in diminished services. Analysis Prepared by: Luke Reidenbach / APPR. / (916) 319-2081 ATTACHMENT No. 6 ***DRAFT LETTER*** May 17, 2017 The Honorable Lorena Gonzalez Fletcher Chair, Assembly Appropriations Committee California State Assembly State Capitol Building, Room 2114 Sacramento, CA 95814 VIA FAX: 916-319-2180 RE: AB 1250 (Jones-Sawyer). Counties and Cities: Contracts for Personal Services. Notice of Opposition (as amended 04/25/17) Dear Chair Gonzalez Fletcher: The City of West Covina must respectfully oppose Assembly Bill (AB) 1250, which effectively eliminates almost all contracting services for cities and counties. Although our concerns range from fundamental local control discretion to increased and unnecessary reporting requirements, for purposes of the Assembly Appropriations committee our City will be focused on fiscal objections. As amended, AB 1250 still requires that the agency provide an orientation to contracted employees. Last year, AB 2835 (Cooper) which mandated that public employers must provide an orientation to their own employees was tagged at $350 million in ongoing costs by the California department of Finance. This year there have been various proposals that would apply prescriptive employer mandates for employee orientations—a guaranteed cost-driver for local governments. Having a local agency provide an additional orientation to non-city employees creates significant cost and logistical concerns. Further, AB 1250 would require a city to create a new, fully searchable database that must be posted on the city website which includes: • The names, job titles, salary of each contracted employee (and subcontractors). • The services of the contract, the name of the agency department or division of the city who manages the contract. • The amount paid to the contract including the total projected cost of the contract for all fiscal years and the funding source. • The total number of “full time equivalent” employees being contracted out. There is no direction in the measure on who must update this information or how often this information must be updated; this in itself will create significant costs in staff time and increased workload. Apart from the inherent cost drivers with this provision, there are privacy concerns about posting full names, job titles and salaries of non-city employees. This will set the scenario whereby a contracted or subcontracted (non-city) employee will have a strong avenue for a right to privacy lawsuit. The costs associated with this type of litigation will be significant. ATTACHMENT No. 6 Additionally, this measure would require a city, before entering a contract or renewing a contract, to perform a full cost-benefit analysis which include the potential impacts of outsourcing, including the impact on local businesses if consumer spending power is reduced (among other factors). AB 1250 mandates a city conduct a full environmental impact analysis caused by contracting for the services. Further, the measure forces a City to conduct an annual audit of each contract and prohibits a City from renewing or granting a new contract before the report is released and considered by the Council. Although language was taken to pass the cost to the potential contractor and/or the awarded contractor local agencies believe that companies will simply build in these additional costs into their contracts which yields the same result as if the City simply pays for the cost-benefit analysis. Moreover, it is unclear how a local agency could even assess the cost of the cost-benefit analysis to a prospective contractor. This would only create further confusions and create a chilling effect on prospective contractors from bidding for a service. The cost drivers noted above only compound existing constitutional limitations on cities to raise additional revenue. Thus, cities are in no position to have their flexibility further curtailed. The workload, privacy concerns, costs and litigation created by this measure places an overwhelming and significant burden on nearly every city department and would create a de facto ban on virtually all contracting services. For these reasons the City of West Covina Opposes Assembly Bill 1250. Sincerely, Corey Warshaw Mayor City of West Covina cc: Assemblymember Phillip Chen Assemblymember Blanca Rubio Jason Gonsalves, Joe A. Gonsalves & Son Luke Reidenbach, Consultant, Assembly Appropriations Committee, Luke.Reidenbach@asm.ca.gov Camille Wagner, Legislative Secretary, Office of Governor Edmund G. Brown Jr., camille.wagner@gov.ca.gov Meg Desmond, League of California Cities, mdesmond@cacities.org Jennifer Quan, League of CA Cities Regional Public Affairs Manager, jquan@cacities.org